Quarterly Report (10-q)

Share Name	Share Symbol	Market	Type
Enerjex Resources (New) (delisted)	AMEX:ENRJ	AMEX	Ordinary Share

	Price Change	% Change	Share Price	High Price	Low Price	Open Price	Shares Traded	Last Trade
	0.00	0.00%	0.2051				0.00	01:00:00

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended September 30, 2015

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

Commission file number 000-30234

ENERJEX RESOURCES, INC.

(Exact name of registrant as specified in its charter)

Nevada		88-0422242
(State or other jurisdiction of incorporation or		(I.R.S. Employer Identification No.)
organization)

4040 Broadway
Suite 508
San Antonio, Texas		78209
(Address of principal executive offices)		(Zip Code)

(210) 451-5545

(Registrant's telephone number, including area code)

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 ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨		Accelerated filer ¨

Non-accelerated filer ¨ (Do not check if a smaller reporting company)		Smaller reporting company x

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

Yes ¨ No x

The number of shares of Common Stock, $0.001 par value, outstanding on November 16, 2015 was 8,423,936 shares.

ENERJEX RESOURCES, INC.

FORM 10-Q

TABLE OF CONTENTS

		Page
PART I FINANCIAL STATEMENTS
ITEM 1.	FINANCIAL STATEMENTS	2
	Condensed Consolidated Balance Sheets at September 30, 2015 and December 31, 2014 (Unaudited)	2
	Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2015 and 2014 (Unaudited)	3
	Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2015 and 2014 (Unaudited)	4
	Notes to Condensed Consolidated Financial Statements (Unaudited)	5
	FORWARD-LOOKING STATEMENTS	9
ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	10
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	16
ITEM 4.	CONTROLS AND PROCEDURES	16

PART II OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS	17
ITEM 1A.	RISK FACTORS	17
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	17
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	17
ITEM 4.	MINE SAFETY DISCLOSURES	17
ITEM 5.	OTHER INFORMATION	18
ITEM 6.	EXHIBITS	18

SIGNATURES		20

PART 1 – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

EnerJex Resources, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited)

	September 30,			December 31,
	2015			2014
Assets
Current assets:
Cash	$	3,040,648		$	805,524
Restricted cash		192,969			-
Accounts receivable		1,022,458			1,278,509
Derivative receivable		2,996,284			3,736,005
Inventory		234,690			248,218
Marketable securities		210,990			1,018,573
Deposits and prepaid expenses		436,672			324,339
Total current assets		8,134,711			7,411,168

Non-current assets:
Fixed assets, net of accumulated depreciation of $1,622,860 and $1,945,607		2,029,914			2,404,703
Oil and gas properties using full-cost accounting, net of accumulated DD&A of $14,859,675 and $13,827,347		23,208,551			64,263,272
Derivative receivable		930,048			985,746
Other non-current assets		99,355			993,207
Total non-current assets		26,267,868			68,646,928
Total assets	$	34,402,579		$	76,058,096

Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	782,035		$	3,042,835
Accrued liabilities		1,137,477			1,096,521
Current portion of long term debt		600,000			-
Total current liabilities		2,519,512			4,139,356

Asset retirement obligation		3,110,245			2,906,093
Long-term debt		18,450,000			23,011,660
Total non-current liabilities		21,560,245			25,917,753
Total liabilities		24,079,757			30,057,109

Commitments & Contingencies
Stockholders' Equity:
10% Series A Cumulative Perpetual Redeemable Preferred Stock, $0.001 par value, 25,000,000 shares authorized; 938,248 shares issued and outstanding at September 30, 2015 and 751,815 at December 31, 2014		939			752
Series B Convertible Preferred stock, $0.001 par value, 1,764 shares authorized, issued and outstanding at September 30, 2015		2			-
Common stock, $0.001 par value, 250,000,000 shares authorized; shares issued and outstanding 8,423,936 at September 30, 2015 and 7,643,114 at December 31, 2014		8,424			7,643
Paid-in capital		68,808,807			63,825,998
Accumulated other comprehensive income		-			(552,589	)
Retained (deficit)		(58,495,350	)		(17,280,817	)
Total stockholder’s equity		10,322,822			46,000,987
Total liabilities and stockholders' equity	$	34,402,579		$	76,058,096

See Notes to Condensed Consolidated Financial Statements (unaudited).

EnerJex Resources, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)

	For the Three Months Ended						For the Nine Months Ended
	September 30,						September 30,
	2015			2014			2015			2014

Oil revenues	$	943,597		$	3,530,610		$	3,822,466		$	10,787,788
Natural gas revenues		85,793			280,078			290,246			827,273
Total revenues		1,029,390			3,810,688			4,112,712			11,615,061

Expenses:
Direct operating costs		859,688			1,920,968			3,308,069			4,964,009
Depreciation, depletion and amortization		112,288			899,177			1,200,521			2,495,317
Impairment of oil and gas asset		9,720,983			-			37,543,972			-
Professional fees		136,464			126,581			487,287			578,696
Salaries		471,756			396,899			1,485,515			1,076,334
Administrative expense		95,700			243,136			525,733			635,364
Total expenses		11,396,879			3,586,761			44,551,097			9,749,720
Income (loss) from operations		(10,367,489	)		223,927			(40,438,385	)		1,865,341

Other income (expense):
Interest expense		(306,933	)		(267,764	)		(937,638	)		(1,005,431	)
Gain (loss) on derivatives		941,076			1,831,105			(1,234,573	)		20,012
Other income		787,526			399			2,998,869			4,574
Total other income (expense)		1,421,669			1,563,740			826,658			(980,845	)
Net income (loss)	$	(8,945,820	)	$	1,787,667		$	(39,611,727	)	$	884,496

Net income (loss)	$	(8,945,820	)	$	1,787,667		$	(39,611,727	)	$	884,496
Preferred dividends	$	(586,404	)	$	(522,398	)		(1,602,806	)	$	(1,378,135	)
Net income (loss) attributable to common stockholders	$	(9,532,224	)		1,265,269		$	(41,214,533	)		(493,639
Net income (loss) per share basic and diluted	$	(1.13	)	$	.17		$	(5.02	)	$	(.07	)
Weighted average shares		8,424,146			7,642,748			8,212,396			7,426,949

See Notes to Condensed Consolidated Financial Statements (unaudited).

EnerJex Resources, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	For the Nine Months Ended
	September 30,
	2015			2014
Cash flows from operating activities
Net income (loss)	$	(39,611,727	)	$	884,496
Depreciation, depletion and amortization		1,200,521			2,495,317
Impairment of oil and gas assets		37,543,972			-
Stock, options and warrants issued for services		314,965			460,343
Accretion of asset retirement obligation		206,397			191,348
Settlement of asset retirement obligation		(2,244	)		(90,524	)
Loss (gain) on derivatives		1,626,112			(1,104,559	)
Loss on sale of fixed assets		13,661			181
Adjustments to reconcile net income to cash from operating activities:
Accounts receivable		256,051			603,495
Inventory		13,528			(25,207	)
Prepaid expenses		(112,333	)		(206,638	)
Accounts payable		(2,260,800	)		305,290
Accrued liabilities		66,988			(1,096,538	)
Cash flows (used in) provided by operating activities		(744,909	)		2,417,004

Cash flows from investing activities
Purchase of fixed assets		21,289			(238,148	)
Additions to oil and gas properties		(221,524	)		(5,162,656	)
Proceeds from the sale of oil and gas assets		2,867,303			987,939
Proceeds from the sale of fixed assets		4,285			-
Proceeds from liquidation of marketable securities		1,360,172			-
Cash flows used in investing activities		4,031,525			(4,412,865	)

Cash flows from financing activities
Payments on long-term debt		(4,487,692	)		(14,027,287	)
Proceeds from borrowings		500,000			3,500,000
Proceeds from sale of preferred stock		4,668,816			13,350,731
Deferred financing costs		63,159			(196,960	)
Dividends paid on preferred stock		(1,602,806	)		(1,378,135	)
Cash flows provided by financing activities		(858,523	)		1,248,349

Net increase (decrease) in cash		2,428,093			(747,512	)
Cash – beginning		805,524			1,308,196
Cash – ending	$	3,233,617		$	560,684

Supplemental disclosures:
Interest paid	$	462,160		$	503,571
Income taxes paid	$	-		$	-

Non-cash transactions:
Share based payments issued for services	$	314,965		$	460,343

See Notes to Condensed Consolidated Financial Statements (unaudited).

EnerJex Resources, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (unaudited)

Note 1 – Basis of Presentation

The unaudited condensed consolidated financial statements of EnerJex Resources, Inc. (“we”, “us”, “our”, “EnerJex” and “Company”) have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and reflect all adjustments which, in the opinion of management, are necessary for a fair presentation. All such adjustments are of a normal recurring nature. The results of operations for the interim period are not necessarily indicative of the results to be expected for a full year. Certain amounts in the prior year statements have been reclassified to conform to the current year presentations. The statements should be read in conjunction with the financial statements and footnotes thereto included in our Annual Report Form 10-K for the fiscal year ended December 31, 2014.

Our consolidated financial statements include the accounts of our wholly-owned subsidiaries, EnerJex Kansas, Inc., Black Sable Energy, LLC, Working Interest, LLC and Black Raven Energy, Inc. for the three month and nine month periods ended September 30, 2015 and for the year ended December 31, 2014. All intercompany transactions and accounts have been eliminated in consolidation.

Note 2 - Stock Options

A summary of stock options is as follows:

	Options			Weighted Avg. Exercise Price		Warrants		Weighted Avg. Exercise Price
Outstanding December 31, 2014		231,332		$	9.33		-	$	-
Granted		67,332			9.85		1,904,286		2.75
Cancelled		(4,167	)		10.50		-		-
Exercised		-			-		-		-
Outstanding September 30, 2015		294,497		$	9.74		1,904,286	$	2.75

Note 3 – Fair Value Measurements

We hold certain financial assets which are required to be measured at fair value on a recurring basis in accordance with the Statement of Financial Accounting Standard No. 157, "Fair Value Measurements" ("ASC Topic 820-10"). ASC Topic 820-10 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). ASC Topic 820-10 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability. The three levels of the fair value hierarchy under ASC Topic 820-10 are described below:

Level 1. Valuations based on quoted prices in active markets for identical assets or liabilities that an entity has the ability to access.

Level 2. Valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities. We consider the derivative liability to be Level 2. We determine the fair value of the derivative liability utilizing various inputs, including NYMEX price quotations and contract terms.

Level 3. Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. We consider our marketable securities to be Level 3

Our derivative instruments consist of fixed price commodity swaps and deferred premium puts.

	Fair Value Measurement
	Level 1		Level 2		Level 3
Crude oil contracts	$	-	$	3,095,639	$	-
Marketable Securities	$	-	$	-	$	210,990

Note 4 - Asset Retirement Obligation

Our asset retirement obligations relate to the liabilities associated with the abandonment of oil and natural gas wells. The amounts recognized are based on numerous estimates and assumptions, including future retirement costs, inflation rates and credit adjusted risk-free interest rates. The following shows the changes in asset retirement obligations:

Asset retirement obligations, December 31, 2014	$	2,906,092
Liabilities incurred during the period		-
Liabilities settled during the period		(2,244	)
Accretion		206,397
Asset retirement obligations, September 30, 2015	$	3,110,245

Note 5 - Derivative Instruments

We have entered into certain derivative or physical arrangements with respect to portions of our crude oil production to reduce our sensitivity to volatile commodity prices and/or to meet hedging requirements under our Credit Facility. We believe that these derivative arrangements, although not free of risk, allow us to achieve a more predictable cash flow and to reduce exposure to commodity price fluctuations. However, derivative arrangements limit the benefit of increases in the prices of crude oil. Moreover, our derivative arrangements apply only to a portion of our production.

We have an Inter-creditor Agreement in place between us, our counterparties, BP Corporation North America, Inc. ("BP") and Cargill Incorporated (“Cargill”) and our agent Texas Capital Bank, N.A., which allows Texas Capital Bank to also act as agent for the counterparties for the purpose of holding and enforcing any liens or security interests resulting from our derivative arrangements. Therefore, we are not required to post additional collateral, including cash.

The following derivative contracts were in place at September 30, 2015:

	Term	Monthly Volumes		Price/Bbl		Fair Value
Deferred premium put	1/16-6/16		9,000 Bbls	$	85.00	$	1,711,832
Crude oil swap	1/15-12/15		5,800 Bbls	$	88.55		744,314
Deferred premium put	7/16-12/16		5,000 Bbls	$	60.00		205,253
Crude oil swap	7/11-12/15		3,000 Bbls	$	83.70		341,340
Crude oil swap	7/12-12/15		1,000 Bbls	$	76.74		92,900
						$	3,095,639

Monthly volume is the weighted average throughout the period.

The total fair value of derivative contracts is shown as a derivative receivable in both the current and non-current sections of the balance sheet.

Note 6 - Long-Term Debt

Senior Secured Credit Facility

On October 3, 2011, the Company and DD Energy, Inc., EnerJex Kansas, Inc., Black Sable Energy, LLC and Working Interest, LLC ("Borrowers") entered into an Amended and Restated Credit Agreement with Texas Capital Bank, N.A. (the “Bank”) and other financial institutions and banks that may become a party to the Credit Agreement from time to time. The facilities provided under the Amended and Restated Credit Agreement were used to refinance Borrowers’ prior outstanding revolving loan facility with Bank, dated July 3, 2008, and for working capital and general corporate purposes.

At our option, loans under the facility will bear stated interest based on the Base Rate plus Base Rate Margin, or Floating Rate plus Floating Rate Margin (as those terms are defined in the Credit Agreement). The Base Rate will be, for any day, a fluctuating rate per annum equal to the higher of (a) the Federal Funds Rate plus 0.50% and (b) the Bank's prime rate. The Floating Rate shall mean, at Borrower's option, a per annum interest rate equal to (i) the Eurodollar Rate plus Eurodollar Margin, or (ii) the Base Rate plus Base Rate Margin (as those terms are defined in the Amended and Restated Credit Agreement). Eurodollar borrowings may be for one, two, three, or nine months, as selected by the Borrowers. The margins for all loans are based on a pricing grid ranging from 0.00% to 0.75% for the Base Rate Margin and 2.25% to 3.00% for the Floating Rate Margin based on the Company's Borrowing Base Utilization Percentage (as defined in the Amended and Restated Credit Agreement).

On December 15, 2011, we entered into a First Amendment to Amended and Restated Credit Agreement and Second Amended and Restated Promissory Note in the amount of $50,000,000 with the Bank. The Amendment reflected the addition of Rantoul Partners as an additional Borrower and added as additional security for the loans the assets held by Rantoul Partners.

On August 31, 2012, we entered into a Second Amendment to Amended and Restated Credit Agreement with the Bank. The Second Amendment: (i) increased our borrowing base to $7,000,000, (ii) reduced the minimum interest rate to 3.75%, and (iii) added additional new leases as collateral for the loan.

On November 2, 2012, we entered into a Third Amendment to Amended and Restated Credit Agreement with the Bank. The Third Amendment (i) increased our borrowing base to $12,150,000, and (ii) clarified certain continuing covenants and provided a limited waiver of compliance with one of the covenants so clarified for the quarter ended December 31, 2011.

On January 24, 2013, we entered into a Fourth Amendment to Amended and Restated Credit Agreement, which was made effective as of December 31, 2012 with the Bank. The Fourth Amendment reflects the following changes: (i) the Bank consented to the restructuring transactions related to the dissolution of Rantoul Partners, and (ii) the Bank terminated a Limited Guaranty, as defined in the Credit Agreement, executed by Rantoul Partners in favor of the Bank.

On April 16, 2013, the Bank increased our borrowing base to $19.5 million.

On September 30, 2013, we entered into a Fifth Amendment to the Amended and Restated Credit Agreement. The Fifth Amendment reflects the following changes: (i) an expanded principal commitment amount of the Bank to $100,000,000, (ii) an increase in our Borrowing Base to $38,000,000, (iii) the addition of Black Raven Energy, Inc. to the Credit Agreement as a borrower party, (iv) the addition of certain collateral and security interests in favor of the Bank, and (v) the reduction of our current interest rate to 3.30%.

On November 19, 2013, we entered into a Sixth Amendment to the Amended and Restated Credit Agreement. The Sixth Amendment reflects the following changes: (i) the addition of Iberia Bank as a participant in our credit facility, and (ii) a technical correction to our covenant calculations.

On May 22, 2014, we entered into a Seventh Amendment to the Amended and Restated Credit Agreement. The Seventh Amendment reflects the Bank’s consent to our issuance of up to 850,000 shares of our 10% Series A Cumulative Perpetual Preferred Stock.

On August 15, 2014, we entered into an Eighth Amendment to the Amended and Restated Credit Agreement. The Eighth Amendment reflects the following changes: (i) the borrowing base was increased from $38 million to $40 million, and (ii) the maturity of the facility was extended by three years to October 3, 2018.

On April 29, 2015, we entered into a Ninth Amendment to the Amended and Restated Credit Agreement. In the Ninth Amendment, the Banks (i) re-determined the Borrowing Base based upon the recent Reserve Report dated January 1, 2015, (ii) imposed affirmative obligations on the Company to use a portion of proceeds received with regard to future sales of securities or certain assets to repay the loan, (iii) consented to non-compliance by the Company with certain terms of the Credit Agreement, (iv) waived certain provisions of the Credit Agreement, and (v) agreed to certain other amendments to the Credit Agreement.

On May 1, 2015, the Borrowers and the Banks entered into a Letter Agreement to clarify that up to $1,000,000 in proceeds from any potential future securities offering will be unencumbered by the Banks’ Liens as described in the Credit Agreement through November 1, 2015, and that, until November 1, 2015, such proceeds shall not be subject to certain provisions in the Credit Agreement prohibiting the Company from declaring and paying dividends that may be due and payable to holders of securities issued in such potential offerings or issued prior to the Letter Agreement.

On August 12, 2015, we entered into a Tenth Amendment to the Amended and Restated Credit Agreement. The Tenth Amendment reflects the following changes: (i) allow the Company to sell certain oil assets in Kansas, (ii) allow for approximately $1,300,000 of the proceeds from the sale to be reinvested in Company owned oil and gas projects and (iii) apply not less than $1,500,000 from the proceed of the sale to outstanding loan balances.

Our current borrowing base is $19,050,000, of which we had borrowed $19,050,000 as of September 30, 2015. At September 30, 2015, the interest rate on amounts borrowed under our credit facility was approximately 4.3% and for the year ended December 31, 2014, the interest rate on amounts borrowed under our credit facility was approximately 3.3%. This facility expires on October 3, 2018.

Note 7 Commitments & Contingencies

As of September 30, 2015 the Company had an outstanding irrevocable letter of credit in the amount of $50,000 issued in favor of the Texas Railroad Commission. The letter of credit is required by the Texas Railroad Commission for all companies operating in the state of Texas with production greater than limits they prescribe.

Rent expense for the nine months ended September 30, 2015 and 2014 was approximately $112,000 and $123,000 respectively. Future non-cancellable minimum lease payments are approximately $43,000 for the remainder of 2015, $147,000 for 2016, $145,000 for 2017, $90,000 for 2018 and $77,000 for 2019.

Note 8 Equity Transactions

On January 15, 2015, 67,332 options were issued to employees and directors.

On March 13, 2015, the Company issued in a registered offering 763,547 registered shares of its common stock together with 1,242.17099 shares of its newly designated Series B Convertible Preferred Stock (the "Preferred Stock") convertible into 709,812 shares of common stock. We also issued in an unregistered offering, 521.62076 shares of Preferred Stock convertible into 298,069 shares of common stock, and warrants to purchase 1,771,428 shares of its common stock. The shareholder’s ability to convert a portion of the Preferred Stock and to exercise the warrant are restricted: (i) prior to the Company obtaining approval of the offering by its shareholders, which we expect to obtain before May 31, 2015, and (ii) pursuant to customary “blocker” provisions restricting the investor’s ownership to 9.99% of our outstanding common stock.

The Preferred Stock has a liquidation preference of $1,000 per share, and will be convertible at the option of the shareholder at a conversion ratio equal to approximately 571 shares of common stock for each one (1) share of Preferred Stock, subject to customary adjustments and anti-dilution price protection. Dividends are payable on the shares of Preferred Stock only if and to the extent that dividends are payable on the common stock into which the Preferred Stock is convertible. The Preferred Stock has no maturity date and can be redeemed by the Company beginning twelve months after the closing of the offering or upon a change of control. Each warrant will be exercisable for one share of common stock, for a period of five years beginning nine months after March 13, 2015, at a cash exercise price of $2.75 per share, and may be exercised on a cashless basis after that nine-month period if no effective registration statement covers the warrant shares by that time.

On May 13, 2015 the Company sold 183,433 shares of its 10% Series A Cumulative Redeemable Perpetual Preferred Stock at $12.50 per share for gross proceeds of approximately $2.3 million. The Company intends to use the net proceeds of this offering for general corporate purposes, including capital expenditures, working capital, preferred stock dividends, and repayment of outstanding borrowings under its senior credit facility.

The offering was made pursuant to a registration statement on Form S-3 (File No. 333-199030) previously filed and declared effective by the U.S. Securities and Exchange Commission (SEC).

On June 10, 2015 the Company issued 17,500 shares of common stock and 3,000 shares of its 10% Series A Cumulative Redeemable Perpetual Preferred Stock to a consultant in exchange for investor relation services.

Note 9 Impairment of Oil and Gas Properties

Pursuant to full cost accounting rules, the Company must perform a ceiling test each quarter on its proved oil and natural gas assets within each separate cost center. All of the Company’s costs are included in one cost center because all of the Company’s operations are located in the United States. The Company’s ceiling test was calculated using trailing twelve-month, unweighted-average first-day-of-the-month prices for oil and natural gas as of September 30, 2015, which were based on a West Texas Intermediate oil price of $59.21 per Bbl and a Henry Hub natural gas price of $3.06 per MMBtu (adjusted for basis and quality differentials), respectively. The twelve-month, unweighted-average first-day-of-the –month price as of June 30, 2015 was $71.68 per Bbl and $3.39per MMBtu The twelve-month, unweighted-average first-day-of-the –month price as of March 31, 2015 was $78.82 per Bbl and $3.74 per MMBtu. Utilizing these prices, the calculated ceiling amount was less than the net capitalized cost of oil and natural gas properties as of September 30, 2015, and as a result, a pre-tax write-down of $9.7 million was recorded. At June 30, 2015 the calculated ceiling amount was less than net capitalized cost of oil and natural gas properties resulted in a pre-tax write-down of $11.4 million. At March 31, 2015 the calculated ceiling amount was less than net capitalized cost of oil and natural gas properties resulted in a pre-tax write-down of $16.4 million. Additional material write-downs of the Company’s oil and gas properties could occur in subsequent quarters in the event that oil and natural gas prices remain at current depressed levels, or if the Company experiences significant downward adjustments to its estimated proved reserves.

Note 10 Subsequent Events

On November 4, 2015 the Company suspended the monthly dividend for the month of November 2015 on its 10.00% Series A Cumulative Redeemable Perpetual Preferred Stock (“Series A Preferred Stock”) in order to preserve its cash resources. Payment of future dividends on the Series A Preferred Stock will be determined by the Company’s Board of Directors.

Under the terms of the Series A Preferred Stock, the dividend for the month of November 2015, and any future unpaid dividends, will accumulate. If the Company does not pay dividends on its Series A Preferred Stock for six monthly periods (whether consecutive or non-consecutive), the dividend rate will increase to 12.0% per annum and the holders of the Series A Preferred Stock will have the right, at the next meeting of stockholders, to elect two directors to serve on the Company’s Board of Directors along with other members of the Board, until all accumulated accrued and unpaid dividends are paid in full.

We have reviewed all material events through the date of this report in accordance with ASC 855-10.

FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control. All statements, other than statements of historical fact, contained in this report, including statements regarding future events, our future financial performance, business strategy and plans and objectives of management for future operations, are forward-looking statements. We have attempted to identify forward-looking statements by terminology including "anticipates," "believes," "can," "continue," "could," "estimates," "expects," "intends," "may," "plans," "potential," "predicts," or "should" or the negative of these terms or other comparable terminology. Although we do not make forward-looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks outlined under "Risk Factors" or elsewhere in this report, which may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time and it is not possible for us to predict all risk factors, nor can we address the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause our actual results to differ materially from those contained in any forward-looking statements. The factors impacting these risks and uncertainties include, but are not limited to:

	·	inability to attract and obtain additional development capital;
	·	inability to achieve sufficient future sales levels or other operating results;
	·	inability to efficiently manage our operations;
	·	effect of our hedging strategies on our results of operations;
	·	potential default under our secured obligations or material debt agreements;
	·	estimated quantities and quality of oil reserves;
	·	declining local, national and worldwide economic conditions;
	·	fluctuations in the price of oil;
	·	continued weather conditions that impact our abilities to efficiently manage our drilling and development activities;
	·	the inability of management to effectively implement our strategies and business plans;
	·	approval of certain parts of our operations by state regulators;
	·	inability to hire or retain sufficient qualified operating field personnel;
	·	increases in interest rates or our cost of borrowing;
	·	deterioration in general or regional economic conditions;
	·	adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations;
	·	the occurrence of natural disasters, unforeseen weather conditions, or other events or circumstances that could impact our operations or could impact the operations of companies or contractors we depend upon in our operations;
	·	inability to acquire mineral leases at a favorable economic value that will allow us to expand our development efforts;
	·	adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations; and
	·	changes in U.S. GAAP or in the legal, regulatory and legislative environments in the markets in which we operate.

You should not place undue reliance on any forward-looking statement, each of which applies only as of the date of this report. Except as required by law, we undertake no obligation to update or revise publicly any of the forward-looking statements after the date of this report to conform our statements to actual results or changed expectations. For a detailed description of these and other factors that could cause actual results to differ materially from those expressed in any forward-looking statement, please see "Risk Factors" in this document and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2013.

All references in this report to "we," "us," "our," "company" and "EnerJex" refer to EnerJex Resources, Inc. and our wholly-owned operating subsidiaries, EnerJex Kansas, Inc., Black Sable Energy, LLC, Working Interest, LLC, and Black Raven Energy, Inc. unless the context requires otherwise. We report our financial information on the basis of a December 31 ^st fiscal year end.

AVAILABLE INFORMATION

We file annual, quarterly and other reports and other information with the SEC. You can read these SEC filings and reports over the Internet at the SEC's website at www.sec.gov or on our website at www.enerjex.com . You can also obtain copies of the documents at prescribed rates by writing to the Public Reference Section of the SEC at 100 F Street, NE, Washington, DC 20549 on official business days between the hours of 10:00 am and 3:00 pm. Please call the SEC at (800) SEC-0330 for further information on the operations of the public reference facilities. We will provide a copy of our annual report to security holders, including audited financial statements, at no charge upon receipt to of a written request to us at EnerJex Resources, Inc., 4040 Broadway, Suite 508, San Antonio, Texas 78209.

INDUSTRY AND MARKET DATA

The market data and certain other statistical information used throughout this report are based on independent industry publications, government publications, reports by market research firms or other published independent sources. In addition, some data are based on our good faith estimates.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes to our financial statements included elsewhere in this report. In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results and timing of selected events may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed under ITEM 1A. Risk Factors and elsewhere in this report.

Overview

Our principal strategy is to acquire, develop, explore and produce domestic onshore oil properties. Our business activities are currently focused in Kansas, Colorado, Nebraska and Texas.

We continue to investigate multiple opportunities to both unlock value and accelerate growth in an accretive manner on behalf of shareholders, including but not limited to mergers, acquisitions, joint ventures, and non-dilutive financings. There can be no assurance of the results or timing associated with this process.

We have substantially curtailed capital spending in the current commodity price environment. Once the commodity market improves, we intend to focus our capital budget on the development of our Colorado and Kansas properties where we have identified hundreds of drilling locations and reactivation or recompletion opportunities that we believe will generate high rates of return with low risk profiles.

Recent Developments

The following is a brief description of our most significant corporate developments that have occurred since the end of 2014:

On May 13, 2015, the Company sold 183,433 shares of its 10% Series A Cumulative Redeemable Perpetual Preferred Stock at $12.50 per share for gross proceeds of approximately $2.3 million. The Company intends to use the net proceeds of this offering for general corporate purposes, including capital expenditures, working capital, preferred stock dividends, and repayment of outstanding borrowings under its senior credit facility.

The offering was made pursuant to a registration statement on Form S-3 (File No. 333-199030) previously filed and declared effective by the U.S. Securities and Exchange Commission (SEC).

On July 21, 2015, the Company received a liquidating distribution from Oakridge Energy Inc. in the amount of $1,450,695 with respect to shares of Oakridge that are owned by the Company. The Company repaid $750,000 of long term debt. The remaining amount will be reinvested in Company projects. The liquidating distribution was funded from the proceeds of Oakridge’s sale of its La Plate County, Colorado property. The distribution is reflected in the September 30, 2015 Consolidated Balance sheet as part of accounts receivable.

On August 12, 2015, EnerJex Resources, Inc., through its subsidiaries, EnerJex Kansas, Inc., and Working Interest, LLC, sold various oil and gas leases, equipment and wells in Kansas for approximately $2.8 million to Haas Petroleum, LLC, BAM Petroleum, LLC and MorMeg, LLC. The effective date of the sale was July 1, 2015.

Net Production, Average Sales Price and Average Production and Lifting Costs

The table below sets forth our net oil production (net of all royalties, overriding royalties and production due to others), the average sales prices, average production costs and direct lifting costs per unit of production for the periods ended September 30, 2015 and September 30, 2014.

	For the Three Months Ended				For the Nine Months Ended
	September 30,				September 30,
	2015		2014		2015		2014

Net Production
Oil (Bbl)		22,346		40,477		84,310		118,023
Natural gas (Mcf)		50,202		103,664		171,275		251,127

Average Sales Prices
Oil (Bbl)	$	42.23	$	87.23	$	45.34	$	91.40
Natural gas (Mcf)	$	1.71	$	2.70	$	1.69	$	3.95

Average Production Cost ⁽¹⁾
Per barrel of oil equivalent (“Boe”)	$	31.65	$	48.83	$	39.95	$	46.66

Average Lifting Costs ⁽²⁾
Per Boe	$	27.99	$	33.26	$	29.31	$	31.05

	⁽¹⁾	Production costs include all operating expenses, transportation expenses, depreciation, depletion and amortization, lease operating expenses and all associated taxes. Impairment of oil properties is not included in production costs.
	⁽²⁾	Direct lifting costs do not include impairment expense or depreciation, depletion and amortization.

Results of Operations for the Three and Nine Months Ended September 30, 2015 and 2014 compared.

Income:

	Three Months Ended				Increase /			Nine Months Ended				Increase /
	September 30,				(Decrease)			September 30,				(Decrease)
	2015		2014		$			2015		2014		$
Oil revenues	$	943,597	$	3,530,610	$	(2,587,013	)	$	3,822,466	$	10,787,788	$	(6,965,322	)
Natural gas revenues		85,793		280,078		(194,285	)		290,246		827,273		(537,027	)
Total	$	1,029,390	$	3,810,688	$	(2,781,298	)	$	4,112,712	$	11,615,061	$	(7,502,349	)

Oil Revenues

Oil revenues for the nine months ended September 30, 2015 were $3,822,466 compared to revenues of $10,787,788 for the nine months ended September 30, 2014. Of the revenue decrease of $6,965,322 approximately $5.4 million was due to lower crude oil prices. Crude oil prices dropped $46.06 or 50% from an average price of $91.40 per barrel for the first nine months of 2014 compared to $45.34 per barrel for the same period in 2015. Additionally, revenues decreased approximately $1.5 million due to lower production volumes. Production decreased in the first nine months of 2015 from 118,023 barrels produced in 2014 to 84,310 barrels produced in 2015. Production decreases are the result of anticipated depletion, the curtailment of both growth and maintenance capital expenditures, and sale of non-core assets.

Natural Gas Revenues

Natural gas revenues for the nine months ended September 30, 2015 were $290,246 compared to revenues of $827,273 for the nine months ended September 30, 2014. Of the revenue decrease of $537,027 approximately $400,000 was due to lower natural gas prices. Natural gas prices dropped $2.26 or 57% from an average price of $3.95 per mcf for the first nine months of 2014 to an average price of $1.69 per mcf for the same period of 2015. Additionally, revenues decreased approximately $137,000 due to lower production volumes. Production decreased in the first nine months of 2015 from 251,127 mcf produced in 2014 to 171,275 mcf for the comparable period of 2015. Production decreases are the result of anticipated depletion and the curtailment of both growth and maintenance capital expenditures.

Expenses:

	Three Months Ended						Increase /			Nine Months Ended						Increase /
	September 30,						(Decrease)			September 30,						(Decrease)
	2015			2014			$			2015			2014			$
Production expenses:
Direct operating costs	$	859,688		$	1,920,968		$	(1,061,280	)	$	3,308,069		$	4,964,009		$	(1,655,940	)
Depreciation, depletion and amortization		112,288			899,177			(786,889	)		1,200,521			2,495,317			(1,294,796	)
Impairment of oil & gas properties		9,720,983			-			9,720,983			37,543,972			-			37,543,972
Total production expenses		10,692,959			2,820,145			7,872,814			42,052,562			7,459,326			34,593,236

General expenses:
Professional fees		136,464			126,581			9,883			487,287			578,696			(91,409	)
Salaries		471,756			396,899			74,857			1,485,515			1,076,334			409,181
Administrative expense		95,700			243,136			(147,436	)		525,733			635,364			(109,631	)
Total general expenses		703,920			766,616			(62,696	)		2,498,535			2,290,394			208,141
Total production and general expenses		11,396,879			3,586,761			7,810,118			44,551,097			9,749,720			34,801,377

Income (loss) from operations		(10,367,489	)		223,927			(10,591,416	)		(40,438,385	)		1,865,341			(42,303,726	)

Other income (expense)
Interest expense		(306,933	)		(267,764	)		(39,169	)		(937,638	)		(1,005,431	)		67,793
Gain (loss) on derivatives		941,076			1,831,105			(890,029	)		(1,234,573	)		20,012			(1,254,585	)
Other income		787,526			399			-			2,998,869			4,574			2,994,295
Total other income (expense)		1,421,669			1,563,740			787,127			826,658			(980,845	)		1,807,503

Net income (loss)	$	(8,945,820	)	$	1,787,667		$	(10,733,487	)	$	(39,611,727	)	$	884,496		$	(40,496,223	)

Direct Operating Costs

Direct operating costs include direct labor and equipment costs related to pumping, gauging, pulling, well repairs, compression, transportation costs, and general maintenance requirements in our oil and gas fields. These costs also include certain contract labor costs, and other non-capitalized expenses. Direct operating costs for the nine months ended September 30, 2015 decreased $1,655,940, or 33.4% to $3,308,069 from $4,964,009 for the nine months ended September 30, 2014. Direct operating costs per boe decreased $1.74 or approximately 6% in 2015 compared to 2014 at $29.31 per boe and $31.05 per boe respectively.

Depreciation, Depletion and Amortization

Depreciation, depletion and amortization for the nine months ended September 30, 2015 was $1,200,521 compared to $2,495,317 for the nine months ended September 30, 2014. The decrease in depletion expense of $1,294,796 is due lower per boe depletion rates in 2015 compared to 2014 and lower production in 2015. The lower depletion rate resulted from the write-down of oil and gas properties mandated by the Securities and Exchange Commission’s Full Cost Ceiling Test rules (see footnote 9 to the financial statements for a full explanation of the Ceiling Test). Depletion expense per boe decreased $4.97 or 31.8% in the first half of 2015 compared to the first half of 2014.

Impairment of Oil and Gas Properties

Under the full cost method of accounting, capitalized oil and gas property costs less accumulated depletion and net of deferred income taxes may not exceed an amount equal to the sum of the present value, discounted at 10%, of estimated future net revenues from proved oil and gas reserves and the cost of unproved properties not subject to amortization (without regard to estimates of fair value), or estimated fair value, if lower, of unproved properties that are not subject to amortization. Should capitalized costs exceed this ceiling, an impairment expense is recognized.

For the nine months ended September 30, 2015, we recognized an impairment expense on our evaluated oil and gas properties of approximately $37,543,972 million. No impairment was recognized for the nine months ended September 30, 2014.

Professional Fees

Professional fees for the nine months ended September 30, 2015 were $487,287 compared to $578,696 for the nine months ended September 30, 2014. The decrease in professional fees of approximately $91,000 was due primarily to reduced spending in 2015 on consultation fees associated with investor relations consulting groups.

Salaries

Salaries for the nine months ended September 30, 2015 were $1,485,515 compared to $1,076,334 for the nine months ended September 30, 2014. The increase in salaries is due primarily to the addition of employees.

Administrative Expenses

Administrative expenses for the nine months ended September 30, 2015 were $525,733 compared to $635,364 for the nine months ended September 30, 2014. Administrative expenses decreased approximately $110,000 in 2015 when compared to 2014. The decrease was due primarily lower insurance costs.

Interest Expense

Interest expense for the nine months ended September 30, 2015 was $937,638 compared to $1,005,431 for the nine months ended September 30, 2014 a decrease of approximately $68,000. Interest expense decreased as a result of decreased outstanding borrowings in 2015 compared to 2014.

Gain (Loss) on Derivatives

We incurred an unrealized loss of $1,234,573 in the marking to market of our derivative contracts in the first nine months of 2015 compared to an unrealized gain of $20,012 for the nine months ended September 30, 2014. The loss was due primarily to the completion of contracts during the nine month period ending September 30, 2015.

Other Income

Other income increased $2,994,295 in 2015 from $4,574 in 2014 to $2,998,869 in 2015. The increase was due primarily to the realization of gains associated with our derivative contracts.

Net Income (Loss)

The net loss for the nine months ended September 30, 2015 was $39,611,727 compared to net income of $884,496 for the nine months ended September 30, 2014. The increase in net losses was due primarily to the impairment of oil and gas properties of $37,543,972 as well as diminished revenues related to the decrease in realized commodity prices. The decrease was partially offset by realized derivative gains and reduced expenses.

Liquidity and Capital Resources

Liquidity is a measure of a company's ability to meet potential cash requirements. We have historically met our capital requirements through debt financing, revenues from operations, asset sales, and the issuance of equity securities. Due to the decline in oil prices, the resulting decline in our reserves as reflected in our reserve report which caused a corresponding reduction in our borrowing base, and the recent issuances of equity securities from our "shelf" registration, it will be more difficult in 2015 to use our historical means of meeting our capital requirements to provide us with adequate liquidity to fund our operations and capital program.

The following table summarizes total current assets, total current liabilities and working capital.

	September 30, 2015		December 31, 2014		Increase / (Decrease)

Current Assets	$	8,134,711	$	7,411,168	$	723,543

Current Liabilities	$	2,519,512	$	4,139,356	$	1,619,844

Working Capital	$	5,615,199	$	3,271,812	$	2,343,387

Senior Secured Credit Facility

On October 3, 2011, the Company and DD Energy, Inc., EnerJex Kansas, Inc., Black Sable Energy, LLC and Working Interest, LLC ("Borrowers") entered into an Amended and Restated Credit Agreement with Texas Capital Bank, N.A. (the “Bank”) and other financial institutions and banks that may become a party to the Credit Agreement from time to time. The facilities provided under the Amended and Restated Credit Agreement were used to refinance Borrowers prior outstanding revolving loan facility with Bank, dated July 3, 2008, and for working capital and general corporate purposes.

On December 15, 2011, we entered into a First Amendment to Amended and Restated Credit Agreement and Second Amended and Restated Promissory Note in the amount of $50,000,000 with the Bank, which closed on December 15, 2011. The Amendment reflected the addition of Rantoul Partners as an additional Borrower and added as additional security for the loans the assets held by Rantoul Partners.

On April 16, 2013, the Bank increased our borrowing base to $19.5 million.

On November 19, 2013, we entered into a Sixth Amendment to the Amended and Restated Credit Agreement. The Sixth Amendment reflects the following changes: (i) the addition of Iberia Bank as a participant into our credit facility, and (ii) made a technical correction to our covenant calculations.

On April 29, 2015, we entered into a Ninth Amendment to Amended and Restated Credit Agreement. In the Ninth Amendment, the Banks (i) re-determined the Borrowing Base based upon the recent Reserve Report dated January 1, 2015, (ii) imposed affirmative obligations on the Company to use a portion of proceeds received with regard to future sales of securities or certain assets to repay the loan, (iii) consented to non-compliance by the Company with certain terms of the Credit Agreement, (iv) waived certain provisions of the Credit Agreement, and (v) agreed to certain other amendments to the Credit Agreement.

Satisfaction of our cash obligations for the next 12 months

We intend to meet our near term cash obligations through the monetization of derivative contracts, assets sales and cash flow generated from operations. Due to the declines in oil prices, the resulting decline in our reserves caused a corresponding reduction to our borrowing base, and recent issuances of equity securities from our “shelf” registration, it will be more difficult in 2015 to use our historical means to meet our cash obligations in the next twelve months.

Summary of product research and development

We do not anticipate performing any significant product research and development under our plan of operation.

Expected purchase or sale of any significant equipment

We anticipate that we will purchase the necessary production and field service equipment required to produce oil during our normal course of operations over the next twelve months.

Significant changes in the number of employees

We added two technical employees in October 2014 and by September 1, 2015, we had eliminated 11 full time positions associated with non-core asset sales. We currently have 16 full-time employees, including field personnel. As production and drilling activities increase or decrease, we may have to continue to adjust our technical, operational and administrative personnel as appropriate. We are using and will continue to use independent consultants and contractors to perform various professional services, particularly in the area of land services, reservoir engineering, geology drilling, water hauling, pipeline construction, well design, well-site monitoring and surveillance, permitting and environmental assessment. We believe that this use of third-party service providers may enhance our ability to contain operating and general expenses, and capital costs.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Critical Accounting Policies and Estimates

Our critical accounting estimates include the value of our oil and gas properties, asset retirement obligations, and share-based payments.

Oil and Gas Properties

We follow the full-cost method of accounting under which all costs associated with property acquisition, exploration and development activities are capitalized. We also capitalize internal costs that can be directly identified with our acquisition, exploration and development activities and do not include costs related to production, general corporate overhead or similar activities.

Proved properties are amortized using the units of production (UOP) method. Currently we only have operations in the Unites States of America. The UOP calculation multiplies the percentage of estimated proved reserves produced each quarter by the cost of these reserves. The amortization base in the UOP calculation includes the sum of proved property, net of accumulated depreciation, depletion and amortization (DD&A), estimated future development costs (future costs to access and develop proved reserves) and asset retirement costs, less related salvage value.

The cost of unproved properties are excluded from the amortization calculation until it is determined whether or not proved reserves can be assigned to such properties or until development projects are placed into service. Geological and geophysical costs not associated with specific properties are recorded as proved property immediately. Unproved properties are reviewed for impairment quarterly.

Under the full cost method of accounting, the net book value of oil and gas properties, less deferred income taxes, may not exceed a calculated “ceiling.” The ceiling limitation is (a) the present value of future net revenues computed by applying current prices of oil & gas reserves (with consideration of price changes only to the extent provided by contractual arrangements) to estimated future production of proved oil & gas reserves as of the date of the latest balance sheet presented, less estimated future expenditures (based on current costs) to be incurred in developing and producing the proved reserves computed using a discount factor of 10 percent and assuming continuation of existing economic conditions plus (b) the cost of properties not being amortized plus (c) the lower of cost or estimated fair value of unproven properties included in the costs being amortized less (d) income tax effects related to differences between book and tax basis of properties. Future cash outflows associated with settling accrued retirement obligations are excluded from the calculation. Estimated future cash flows are calculated using end-of-period costs and an unweighted arithmetic average of commodity prices in effect on the first day of each of the previous 12 months held flat for the life of the production, except where prices are defined by contractual arrangements.

Any excess of the net book value of proved oil and gas properties, less related deferred income taxes, over the ceiling is charged to expense and reflected as additional DD&A in the statement of operations. The ceiling calculation is performed quarterly. For the quarter ended March 31, 2015, we incurred a $16,401,376 impairment. For the quarter ended June 30, 2015, the Company recorded an impairment charge of $11,421,613. For the quarter ended September 30, 2015, the Company recorded an impairment of $9,720,983. For the year ended December 31, 2014, there were no impairments resulting from the quarterly ceiling tests.

Proceeds from the sale or disposition of oil and gas properties are accounted for as a reduction to capitalized costs unless a significant portion (greater than 25%) of our reserve quantities are sold, in which case a gain or loss is recognized in income.

Asset Retirement Obligations

The asset retirement obligation relates to the plugging and abandonment costs when our wells are no longer useful. We determine the value of the liability by obtaining quotes for this service and estimate the increase we will face in the future. We then discount the future value based on an intrinsic interest rate that is appropriate for us. If costs rise more than what we have expected there could be additional charges in the future however we monitor the costs of the abandoned wells and we will adjust this liability if necessary.

Share-Based Payments

The value we assign to the options and warrants that we issue is based on the fair market value as calculated by the Black-Scholes pricing model. To perform a calculation of the value of our options and warrants, we determine an estimate of the volatility of our stock. We need to estimate volatility because there has not been enough trading of our stock to determine an appropriate measure of volatility. We believe our estimate of volatility is reasonable, and we review the assumptions used to determine this whenever we issue new equity instruments. If we have a material error in our estimate of the volatility of our stock, our expenses could be understated or overstated.

Effects of Inflation and Pricing

The oil industry is very cyclical and the demand for goods and services of oil field companies, suppliers and others associated with the industry puts extreme pressure on the economic stability and pricing structure within the industry. Material changes in prices impact revenue stream, estimates of future reserves, borrowing base calculations of bank loans and value of properties in purchase and sale transactions. Material changes in prices can impact the value of oil companies and their ability to raise capital, borrow money and retain personnel. We anticipate business costs and the demand for services related to production and exploration will fluctuate while the commodity prices for oil remains volatile.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting Company as defined by Rule 12b-2 under the Securities Exchange Act of 1934, and are not required to provide the information required under this item.

ITEM 4. CONTROLS AND PROCEDURES.

Our chief executive officer, Robert G. Watson, Jr., and our chief financial officer, Douglas M. Wright, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this Report pursuant to Exchange Act Rule 13-a-15(b). Based on the evaluation, Mr. Watson and Mr. Wright concluded that our disclosure controls and procedures are effective.

There were no changes in our internal control over financial reporting that occurred during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II—OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We may become involved in various routine legal proceedings incidental to our business. However, to our knowledge as of the date of this transition report, there are no material pending legal proceedings to which we are a party or to which any of our property is subject, except the legal proceedings discussed below.

ITEM 1A. RISK FACTORS

In addition to the risk factors below and the other information set forth in this report, you should carefully consider the factors discussed in Part I, "Item 1A. Risk Factors" in our 2014 Annual Report on Form 10-K filed on March 31, 2015, which could materially affect our business, financial condition or future results. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also materially affect our business, financial condition or future results.

Our stock price has recently declined below $1.00 per share. If the average closing price of our common stock is less than $1.00 per share for a period of over 30 consecutive trading days, the NYSE could delist our common stock.

The NYSE requires that the average closing price of a listed company's common stock not be less than $1.00 per share for a period of over 30 consecutive trading dates. Under NYSE rules, a company can avoid delisting, if, during the six month period following receipt of the NYSE notice and on the last trading day of any calendar month, a company's common stock price per share and 30 trading-day average share price is at least $1.00. During this six month period, a company's common stock will continue to be traded on the NYSE, subject to compliance with other continued listing requirements.

In the future, if our common stock ultimately were to be delisted for any reason, it could negatively impact us by (i) reducing the liquidity and market price of our common stock; (ii) reducing the number of investors willing to hold or acquire our common stock, which could negatively impact our ability to raise equity financing; (iii) limiting our ability to use a registration statement to offer and sell freely tradeable securities, thereby preventing us from accessing the public capital markets; and (iv) impairing our ability to provide equity incentives to our employees.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

On June 10, 2015, the Company issued 17,500 shares of Common Stock and 3,000 shares of Preferred Stock to a consultant in exchange for investor relation services.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

Exhibit No.		Description
2.1		Agreement and Plan of Merger between Millennium Plastics Corporation and Midwest Energy, Inc. effective August 15, 2006 (incorporated by reference to Exhibit 2.3 to the Form 8-K filed on August 16, 2006).
2.2		Agreement and Plan of Merger by and among Registrant, BRE Merger Sub, Inc., Black Raven Energy, Inc. and West Coast Opportunity Fund, LLC dated July 23, 2013 (incorporated by reference to Exhibit 10.4 on Form 8-K filed July 29, 2013).
3.1		Amended and Restated Articles of Incorporation, as currently in effect (incorporated by reference to Exhibit 3.1 to the Form 10-Q filed on August 14, 2008)
3.2		Amended and Restated Bylaws, as currently in effect (incorporated by reference to Appendix C to Schedule 14A, filed on September 6, 2013)
3.3		Certificate of Amendment of Articles of Incorporation as filed with the Nevada Secretary of State on May 29, 2014 (incorporated by reference as Exhibit 3.1 on Current Report Form 8-K filed on May 29, 2014)
3.4		Certificate of Amendment of Articles of Incorporation (incorporated by reference as Exhibit 3.1 on Current Report Form 8-K filed on May 29, 2014)
3.5		Amended and Restated Certificate of Designation for Series A Preferred Stock (incorporated by reference to Exhibit 4.6 to the Form S-1/A filed on September 3, 2014)
3.6		Certificate of Designation of Preferences, Rights and Limitations of Series B Convertible Preferred Stock (incorporated by reference as Exhibit 4.1 on Current Report Form 8-K filed on March 11, 2015)
4.1		Specimen common stock certificate (incorporated by reference to Exhibit 4.3 to the Form S-1/A filed on May 27, 2008)
4.2		Specimen Series A Preferred Stock Certificate (incorporated by reference to Exhibit 4.4 to the Form S-1/A filed on September 3, 2014)
4.3		Specimen Series B Convertible Preferred Stock Certificate (incorporated by reference as Exhibit 4.2 on Current Report Form 8-K filed on March 11, 2015)
4.4		Certificate of Designation for Series A Preferred Stock (incorporated by reference to Exhibit 4.1 to the Form 8-K filed on January 6, 2011).
4.5		Form of Warrant to Purchase Common Stock (incorporated by reference as Exhibit 4.3 on Current Report Form 8-K filed on March 11, 2015)
4.6		Form of Placement Agent Warrant (incorporated by reference as Exhibit 4.4 on Current Report Form 8-K filed on March 11, 2015)
10.1		Form of Officer and Director Indemnification Agreement (incorporated by reference to Exhibit 10.2 to the Form 8-K filed on October 16, 2008)
10.2		Amendment 4 to Joint Exploration Agreement effective as of November 6, 2008 between MorMeg, LLC and EnerJex Resources, Inc. (incorporated by reference to Exhibit 10.15 to the Form 10-K filed July 14, 2009)
10.3		Amendment 5 to Joint Exploration Agreement effective as of December 31, 2009 between MorMeg LLC and EnerJex Resources, Inc. (incorporated by reference to Exhibit 10.15 to the Form 10-Q filed on February 16, 2010)
10.4		Amendment 6 to Joint Exploration Agreement effective as of March 31, 2010 between MorMeg LLC and EnerJex Resources, Inc. (incorporated by reference to Exhibit 10.24 to the Form 10-K filed on July 15, 2010)
10.5		Amended and Restated EnerJex Resources, Inc. Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the Form 8-K filed on October 16, 2008)
10.6		Joint Development Agreement between EnerJex Resources, Inc. and Haas Petroleum, LLC dated December 31, 2010 (incorporated by reference to Exhibit 10.1 to the Form 8-K filed on January 27, 2011).
10.7		Joint Operating Agreement between EnerJex Resources, Inc. and Haas Petroleum, LLC and MorMeg, LLC dated December 31, 2010 (incorporated by reference to Exhibit 10.2 to the Form 8-K filed on January 27, 2011).

10.8		Amended and Restated Credit Agreement dated October 3, 2011 (incorporated by reference to Exhibit 10.1 on Form 8-K filed on October 6, 2011).
10.9		Option and Joint Development Agreement by and among Registrant and MorMeg, LLC dated August 2011 (incorporated by reference to Exhibit 10.1 on Form 8-K filed on November 15, 2011).
10.10		First Amendment to Amended and Restated Credit Agreement dated December 14, 2011 (incorporated by reference to Exhibit 10.2 on Form 8-K filed on December 14, 2011).
10.11		Second Amendment to Amended and Restated Credit Agreement dated August 31, 2012 (incorporated by reference to Exhibit 10.1 on Form 8-K filed on November 8, 2012).
10.12		Third Amendment to Amended and Restated Credit Agreement dated November 2, 2012 (incorporated by reference to Exhibit 10.2 on Form 8-K filed on November 8, 2012).
10.13		Amended and Restated Employment Agreement by and among Registrant and Robert G. Watson, Jr. dated December 31, 2012 (incorporated by reference to Exhibit 10.1 on Form 8-K filed on January 4, 2013).
10.14		Fourth Amendment to Amended and Restated Credit Agreement by and among Registrant and Texas Capital Bank dated December 31, 2012 (incorporated by reference to Exhibit 10.2 on Form 8-K filed on January 30, 2013).
10.15		First Amendment to Amended & Restated Mortgage Security Agreement, Financing Statement and Assignment of Production by and among Working Interest, LLC and Texas Capital Bank dated December 31, 2012 (incorporated by reference to Exhibit 10.3 on Form 8-K filed on January 30, 2013).
10.16		Mortgage, Security Agreement, Financing Statement and Assignment of Production and Revenues by and among Working Interest, LLC and Texas Capital Bank dated December 31, 2012 (incorporated by reference to Exhibit 10.4 on Form 8-K filed on January 30, 2013).
10.17		2013 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 on Registration Statement on Form S-8 filed on September 12, 2013).
10.18		Fifth Amendment to Amended and Restated Credit Agreement by and among Registrant and Texas Capital Bank, N.A. dated September 30, 2013 (incorporated by reference to Exhibit 10.1 on Form 8-K filed October 1, 2013).
10.19		Nineth Amendment to Amended and Restated Credit Agreement by and among Registrant and Texas Capital Bank, N.A. dated November 19, 2013 (incorporated by reference to Exhibit 10.37 on Form 10-Q filed May 13, 2014).
10.20		Exchange Agreement between EnerJex Resources, Inc. and holders of Series A preferred stock (incorporated by reference to Exhibit 10.38 on Form S-1/A Amendment No. 2 filed September 3, 2014).
10.21		Seventh Amendment to Amended and Restated Credit Agreement by and among Registrant and Texas Capital Bank, N.A. dated May 22, 2014 (incorporated by reference to Exhibit 10.1 to Form 8-K filed May 27, 2014).
10.22		Form of Securities Purchase Agreement dated as of March 11, 2015 (incorporated by reference as Exhibit 10.1 on Current Report Form 8-K filed on March 11, 2015)
10.23		Eighth Amendment to Amended and Restated Credit Agreement by and among Registrant and Texas Capital Bank, N.A. dated August 13, 2014 (incorporated by reference as Exhibit 10.23 on Form 10-K filed March 31, 2015).
10.24		Ninth Amendment to Amended and Restated Credit Agreement by and among Registrant and Texas Capital Bank, N.A. dated April 29, 2015 (incorporated by reference to Exhibit 10.1 to Form 8-K filed May 5, 2015).
10.25		Purchase Agreement by and among Registrant and Northland Securities, Inc. dated May 8, 2015(incorporated by reference as Exhibit 1.1 of Form 8-K filed May 8, 2015.)
10.26		Tenth Amendment to the Amended and Restated Credit Agreement by and among Registrant and Texas Capital Bank, N.A. dated September 8, 2015
31.1		Certification of Chief Executive and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of Chief Executive and Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

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.

ENERJEX RESOURCES, INC.
(Registrant)

By:	/s/ Robert G. Watson, Jr.
	Robert G. Watson, Jr. Chief Executive Officer

Date: November 16, 2015

EXHIBIT 10.26

TENTH AMENDMENT TO

AMENDED AND RESTATED CREDIT AGREEMENT

THIS TENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Tenth Amendment”) is entered into and effective as of the Tenth Amendment Closing Date (as defined below) among ENERJEX RESOURCES, INC., a Nevada corporation (“Parent”), ENERJEX KANSAS, INC. (f/k/a Midwest Energy, Inc.), a Nevada corporation (“EnerJex Kansas”), WORKING INTEREST, LLC, a Kansas limited liability company (“Working Interest”), BLACK SABLE ENERGY, LLC, a Texas limited liability company (“Black Sable”), BLACK RAVEN ENERGY, INC., a Nevada corporation (“Black Raven”), ADENA, LLC, a Colorado limited liability company (“Adena”; together with Parent, EnerJex Kansas, Working Interest, Black Sable and Black Raven, collectively, “Borrowers” and each, a “Borrower”), and TEXAS CAPITAL BANK, N.A., a national banking association, as a Bank, L/C Issuer and Administrative Agent (in such latter capacity and together with its successors and permitted assigns in such capacity the “Administrative Agent”), and the several banks and financial institutions from time to time parties to the Credit Agreement, as defined below (the “Banks”). Capitalized terms used but not defined in this Tenth Amendment have the meaning given them in the Credit Agreement.

RECITALS

A. Borrowers, Administrative Agent, L/C Issuer and Banks previously entered into that certain Amended and Restated Credit Agreement dated as of October 3, 2011, as amended by that certain First Amendment to Amended and Restated Credit Agreement dated as of December 14, 2011, that certain Second Amendment to Amended and Restated Credit Agreement dated as of August 31, 2012, that certain Third Amendment to Amended and Restated Credit Agreement dated as of November 2, 2012, that certain Fourth Amendment to Amended and Restated Credit Agreement dated as of January 24, 2013, that certain Fifth Amendment to Amended and Restated Credit Agreement dated as of September 30, 2013, that certain Sixth Amendment thereto dated as of November 19, 2013, that certain Seventh Amendment thereto dated as of June 16, 2014, that certain Eighth Amendment thereto dated as of August 13, 2014, and that certain Ninth Amendment thereto dated as of April 29, 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”).

B. Borrowers have requested that Administrative Agent and Banks amend the Credit Agreement to, among other things, (i) allow EnerJex Kansas to sell the Rantoul Project Assets (“Rantoul Sale”) and release EnerJex Kansas’ interests in Rantoul Project Assets for the Liens under the Collateral Documents executed in favor of Administrative Agent, and (ii) allow for approximately $1,300,000 of the proceeds from the Rantoul Sale to be reinvested by Borrowers in its Oil and Gas Properties as set forth on Annex A hereto (“Reinvestment Transactions”).

C. Borrowers, Administrative Agent, L/C Issuer and Banks have agreed to amend the Credit Agreement, subject to the terms and conditions of this Tenth Amendment.

AGREEMENT

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged, the undersigned hereby agree as follows:

I. Specific Amendments to Credit Agreement.

A. Article I, Definitions, of the Credit Agreement is hereby amended by adding the following definitions in their proper alphabetical order:

“Rantoul Sale” is defined in Recital B of the Tenth Amendment. “Reinvestment Transactions” is defined in Recital B of the Tenth Amendment.

“Tenth Amendment” means the Tenth Amendment to Amended and Restated Credit Agreement dated effective as of the Tenth Amendment Closing Date by and among Borrowers, Administrative Agent, L/C Issuer and Banks.

“Tenth Amendment Closing Date” means August 12, 2015.

B. Article I, Definitions, of the Credit Agreement is hereby amended by revising the definition of “Conforming Borrowing Base” in its entirety as follows:

“Conforming Borrowing Base” means, as of the Tenth Amendment Closing Date, $18,000,000.

II. Section 2.04, Borrowing Base Determination, of the Credit Agreement is hereby amended by replacing Section 2.04(a) with following:

(a) The Borrowing Base in effect as of the Tenth Amendment Closing Date is $19,150,000 relative to the Proved Reserves attributable to the Borrowing Base Oil and Gas Properties and the Monthly Borrowing Base Reduction for September 1, 2015 is $50,000. The Borrowing Base shall be automatically reduced on the first day of each month by the Monthly Borrowing Base Reduction beginning September 1, 2015. The Borrowing Base and the Monthly Borrowing Base Reduction shall be re-determined from time to time pursuant to the provisions of this Section.

III. Article VI, Affirmative Covenants, of the Credit Agreement is hereby to add the following new Section 6.30:

Section 6.30. Rantoul Sale. From time to time, at the request of Administrative Agent (but in any event within 5 Business Days of such request), Borrower will provide, in form and content satisfactory to Administrative Agent, an accounting to Administrative Agent regarding Borrowers’ use of the proceeds from the Rantoul Sale (other than to pay down the Loans) towards either (i) acquiring additional working and net revenue interest in and/or (ii) enhancing production from, in each case, the Borrower’s Oil and Gas Properties subject to the Liens under the Collateral Documents, as the Reinvestment Transactions.

IV. Partial Release. Subject to the terms of this Tenth Amendment (including Section VI hereof), Administrative Agent, on behalf of itself and the Banks, agrees to deliver execution counterparts of the Partial Release attached hereto as Annex B.

V. Consent to Certain Transactions. Subject to the terms of this Tenth Amendment (including Section VI hereof), Administrative Agent and Banks hereby consent to (a) the Rantoul Sale and (b) the Reinvestment Transactions. The consent granted under this Tenth Amendment shall not be considered an admission or agreement that any other modifications are contemplated by the Administrative Agent or the Banks or in any Loan Document or establish any course of dealing between Administrative Agent or the Banks and Borrower with regard to future consents, waivers or amendments. The consent granted under this Tenth Amendment should not be construed as an indication that Administrative Agent or the Banks would be willing to agree to any future modifications to any of the terms of the Credit Agreement or other Loan Documents, or any waiver of any Events of Default or Defaults that may exist or occur thereunder.

VI. Conditions Precedent to Tenth Amendment. This Tenth Amendment shall be effective once each of the following conditions have been satisfied in Administrative Agent’s sole discretion on or before the Tenth Amendment Closing Date:

Borrowers, Administrative Agent, L/C Issuer and Banks shall have executed and delivered this Tenth Amendment;

Borrowers shall have paid to Administrative Agent (for the ratable benefit of the Banks) an aggregate amount not less than $1,500,000 to be applied against the principal Loans;

Borrowers shall have paid to Administrative Agent all fees due and payable under the Credit Agreement or as otherwise agreed; and

Administrative Agent shall have received, in form and content satisfactory to it, such other assurances, certificates, documents or consents (including, to the extent applicable, consent of any Approved Counterparties in relation to the Partial Release) related to the foregoing as Administrative Agent may request.

VII. Representations, Warranties and Covenants. Borrowers represent and warrant to Administrative Agent and Banks that (a) they possess all requisite Corporate Power and authority to execute, deliver and comply with the terms of this Tenth Amendment, (b) this Tenth Amendment has been duly authorized and approved by all requisite Corporate Action on the part of the Borrowers, (c) no other consent of any Person (other than Administrative Agent and Banks) is required for this Tenth Amendment to be effective, (d) the execution and delivery of this Tenth Amendment does not violate their Governing Documentation, (e) the representations and warranties in each Loan Document to which they are a party are true and correct in all material respects on and as of the Tenth Amendment Closing Date as though made on the Tenth Amendment Closing Date, (f) after giving effect to this Tenth Amendment, they are in full compliance with all covenants and agreements contained in each Loan Document to which they are a party, (g) after giving effect to this Tenth Amendment, no Event of Default or Default has occurred and is continuing, and (h) no exhibit or schedule to the Credit Agreement is required to be supplemented, amended or modified in connection with the transactions contemplated by this Tenth Amendment or any other matters occurring prior to the Tenth Amendment Closing Date. The representations and warranties made in this Tenth Amendment shall survive the execution and delivery of this Tenth Amendment. No investigation by Administrative Agent or any Bank is required for Administrative Agent or any Bank to rely on the representations and warranties in this Tenth Amendment.

VIII. Scope of Amendment; Reaffirmation; Release. All references to the Credit Agreement shall refer to the Credit Agreement as amended by this Tenth Amendment. Except as affected by this Tenth Amendment, the Loan Documents are unchanged and continue in full force and effect. However, in the event of any inconsistency between the terms of the Credit Agreement (as amended by this Tenth Amendment) and any other Loan Document, the terms of the Credit Agreement shall control and such other document shall be deemed to be amended to conform to the terms of the Credit Agreement. Borrowers hereby reaffirm their obligations under the Loan Documents to which they are a party to and agree that all Loan Documents to which they are a party to remain in full force and effect and continue to be legal, valid, and binding obligations enforceable in accordance with their terms (as the same are affected by this Tenth Amendment). BORROWERS HEREBY RELEASE, DISCHARGE AND ACQUIT ADMINISTRATIVE AGENT, L/C ISSUER AND BANKS FROM ANY AND ALL CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, REMEDIES, AND LIABILITIES OF EVERY KIND OR NATURE (INCLUDING WITHOUT LIMITATION, OFFSETS, REDUCTIONS, REBATES, OR LENDER LIABILITY) ARISING OUT OF ANY ACT, OCCURRENCE, TRANSACTION OR OMISSION OCCURRING IN CONNECTION WITH THE CREDIT AGREEMENT AND THE OTHER LOAN DOCUMENTS PRIOR TO THE TENTH AMENDMENT CLOSING DATE.

IX.

Miscellaneous.

(a) No Waiver of Defaults. Except as expressly provided herein, this Tenth Amendment does not constitute (i) a waiver of, or a consent to, (A) any provision of the Credit Agreement or any other Loan Document, or (B) any present or future violation of, or default under, any provision of the Loan Documents, or (ii) a waiver of Administrative Agent’s or any Bank’s right to insist upon future compliance with each term, covenant, condition and provision of the Loan Documents.

(b) Form. Each agreement, document, instrument or other writing to be furnished to Administrative Agent under any provision of this Tenth Amendment, if any, must be in form and substance satisfactory to Administrative Agent and its counsel.

(c) Headings. The headings and captions used in this Tenth Amendment are for convenience only and will not be deemed to limit, amplify or modify the terms of this Tenth Amendment, the Credit Agreement, or the other Loan Documents.

(d) Costs, Expenses and Attorneys’ Fees. Borrowers agree to pay or reimburse Administrative Agent on demand for all its reasonable out-of-pocket costs and expenses incurred in connection with the preparation, negotiation, and execution of this Tenth Amendment, including, without limitation, the reasonable fees and disbursements of Administrative Agent’s counsel.

(e) Successors and Assigns. This Tenth Amendment shall be binding upon and inure to the benefit of each of the undersigned and their respective successors and permitted assigns.

(f) Multiple Counterparts. This Tenth Amendment may be executed in any number of counterparts with the same effect as if all signatories had signed the same document. All counterparts must be construed together to constitute one (1) and the same instrument. This Tenth Amendment may be transmitted and signed by facsimile or portable document file (pdf). The effectiveness of any such documents and signatures shall, subject to applicable law, have the same force and effect as manually-signed originals and shall be binding on Borrowers, Administrative Agent, L/C Issuer and Banks. Administrative Agent may also require that any such documents and signatures be confirmed by a manually-signed original; provided that the failure to request or deliver the same shall not limit the effectiveness of any facsimile document or signature.

(g) Governing Law. THIS TENTH AMENDMENT AND THE OTHER LOAN DOCUMENTS MUST BE CONSTRUED, AND THEIR PERFORMANCE ENFORCED, UNDER TEXAS LAW.

(h) Entirety. THIS TENTH AMENDMENT, THE CREDIT AGREEMENT, AND THE OTHER LOAN DOCUMENTS CONSTITUTE A “LOAN AGREEMENT” AS DEFINED IN SECTION 26.02(A) OF THE TEXAS BUSINESS AND COMMERCE CODE, AND REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES RELATING TO THE SUBJECT MATTER UNDER THIS TENTH AMENDMENT AND UNDER THOSE OTHER WRITTEN DOCUMENTS AND MAY NOT BE CONTRADICTED BY EVIDENCE OR PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.

(Signature Pages Follow)

IN WITNESS WHEREOF, this Tenth Amendment is executed effective as of the Tenth Amendment Closing Date.

BORROWERS:

ENERJEX RESOURCES, INC.

By:	/s/ Douglas M. Wright
	Douglas M. Wright
	Chief Financial Officer

ENERJEX KANSAS, inc,

By:	/s/ Douglas M. Wright
	Douglas M. Wright
	Chief Financial Officer

WORKING INTEREST, LLC

By:	/s/ Douglas M. Wright
	Douglas M. Wright
	Chief Financial Officer

BLACK SABLE ENERGY, LLC

By:	/s/ Douglas M. Wright
	Douglas M. Wright
	Chief Financial Officer

Signature Page to Tenth Amendment

BLACK RAVEN ENERGY, INC.


By:	/s/ Douglas M. Wright
	Douglas M. Wright
	Chief Financial Officer

- and -

ADENA, LLC

By:	/s/ Douglas M. Wright
	Douglas M. Wright
	Chief Financial Officer

Signature Page to Tenth Amendment

ADMINISTRATIVE AGENT AND L/C ISSUER:

TEXAS CAPITAL BANK, N.A.,

as Administrative Agent, IJC Issuer and a Bank

By:	/s/ Gaby Ramirez
	Gaby Ramirez
	Vice President

BANKS:

TEXAS CAPITAL BANK, N.A.,

as Administrative Agent, I)C Issuer and a Bank

By:	/s/ Gaby Ramirez
	Gaby Ramirez
	Vice President

IBERIABANK

By:

Bryan C. Chapman

Executive Vice President and Energy Lending Manager

Signature Page to Tenth Amendment

ADMINISTRATIVE AGENT AND L/C ISSUER:

TEXAS CAPITAL BANK, N.A.,

as Administrative Agent, UC Issuer and a Bank

By:

Gaby Ramirez

Vice President

BANKS:

TEXAS CAPITAL BANK, N.A.,

as Administrative Agent, UC Issuer and a Bank

By:

Gaby Ramirez Vice President

IBERIABANK

	By:	/s/ Bryan C. Chapman
		Bryan C. Chapman
		Executive Vice President and Energy Lending Manager

Signature Page to Tenth Amendment

ANNEX A

(See attached.)

Annex A

ADENA FIELD - 2015 PROJECT COST LIST

									PAY OUT
	WELL - REPAIR	PUMP	ZONE	NEG-OIL	REPAIR COST		OIL PRICE		DAYS	IRR	VENDERS
								(net)
1	STATE C-1	ESP	J-SAND	4		62,000	$	32.00	469		YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS

2	GEYER A-2	ESP	J-SAND	12		62,000	$	32.00	156		YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS

3	LAUGHLIN # 2	ESP	J-SAND	10		62,000	$	32.00	188		YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS

4	HOUGH B-1	ESP	J-SAND	5		62,000	$	32.00	375		YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS

5	GLENN C-3	PUMP JACK	J-SAND	11		13,000	$	32.00	28		YETTER WELL SERVICE, WB SUPPLY, TEETER

6	GLENN F-1	ESP	J-SAND	8		62,000	$	32.00	234		YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS

7	CLAR # 1	PUMP JACK	D-WATER FLOOD	1		13,000	$	32.00	313		YETTER WELL SERVICE, WB SUPPLY, TEETER

8	HOUGH A-2	PUMP JACK	D-SAND	5		20,000	$	32.00	63		YETTER WELL SERVICE, WB SUPPLY, TEETER
9	HOUGH A-3	PUMP JACK	D-SAND	5		20,000	$	32.00	63		YETTER WELL SERVICE, WB SUPPLY, TEETER
TOTAL well repair				56		376,000

1	DAVIS #4 - FINISH COMPLETION	ESP	J-SAND	10		165,000	$	32.00	31		YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS
2	GLENN B I-1 - FINISH COMPLETION	ESP	J-SAND	10		165,000	$	32.00	31		YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS
TOTAL FINISH COMPLETION				20		330,000

	D WELL - ACID JOBS	PUMP	ZONE	NEG-OIL	REPAIR COST		OIL PRICE		DAYS	IRR	VENDERS
	GEYER B-1	PUMP JACK	D-SAND	10		20,000	$	32.00	31		YETTER WELL SERVICE, WB SUPPLY, TEETER
TOTAL ACID JOBS				10		20,000

ADDITIONAL WORK NEEDED IN ADENA FIELD - NO INCREASE IN PRODUCTION

	COMBUSTORS FOR COGCC REG 7		LEED MANUFACTORS, TEETER,WB SUPPLY

1	ADENA J- BATTERY	30,000
2	HOUGH D BATTERY	25,000
3	GEYER B-1 BATTERY	25,000
4	D-WATERFLOOD	25,000
	TOTAL COMBUSTERS	105,000

	HOUGH 157 CONVERSION TO INJECTION	10,000	TEETER,WB SUPPLY

	REPLACE PRODUCTION PIPELINE FROM LACT UNIT	5,000	TEETER,WB SUPPLY
	AJU W-53 FAILED MIT REPAIR	25,000	YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS
	INJECTION WELL - 5 YR MIT DUE ON 7 WELLS	21,000	YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS
	COGCC REQUIREMENT TO MIT 28 WELLS PER YEAR (THIS YEAR ONLY)	140,000	YETTER WELL SERVICE, ACCELERATED, E-3 SOLUTIONS, WB SUPPLY, POWER PLUS
	TOTAL MISC ADDITIONAL	201,000
	GRAND TOTAL	1,032,000

RANK	DEEP PROSPECT	ACRES - CLOSURE	HEIGHT	AMI - ACRES	LEASED (GROSS/NET)	UNLEASED	CRITICAL LEASE NEEDED	COST ESTIMATE @ $25/ACRE		NEW ACTIVITY	COMMITTED - OFFERED/SPENT	COMMENT	DRILL SITE(S)	DETAIL ON LEASES NEEDED

1	AMHERST #1 & #2	3,150	75-100	4,800	3,200/3,144	1,656	Two 160 acre Tracts	$	16,000	Leased 80 acres @ $20/acre. Offers out on	will commit $6000/$1600	2 WELLS EARN UNDER 4,800 ACRE AMI	2 DRILL SITES - LEASED	Critical lease(s) in SE/4 Section 21. 20 acres of which may be difficult (S/2N/2SE/4 -Heereman Family Trust). Remaining downdip open leasehold can wait until we have drilling data. Need an additional 160 acre tract Section 9 -(Isochron thin)

2	S. AMHERST #3	600	80	1,240	1,080/1,000	160	160 ACRES & FARMOUT	$	4,000	Made offers on 160 acres - waiting on	will commit $4000/ $0	1 WELL EARNS UNDER 1240 ACRE AMI	DRILL SITE LEASED - NEED 160 ACRES OFFSET
														Critical lease(s) in NW/4 Section 21 - shouldn't be a problem. Very critical to get deal with Omimex, preferably a Farmout. Plan to contact Omimex after we get more information about S. Amherst Prospect
3	E. HIGHLANDS #4	310	80	800	640/640	160	Probably will need to lease	$	8,000	Made offer on 320 acres - waiting on	will commit $8000/$0	1 WELL EARNS UNDER 800 ACRE AMI	DRILL SITE LEASED
														Critical leases in E/2 Section 34 and W/2 Section 35 may be open? If / when we get these

4	S. AMHERST #4	830	50	1,760	800/592	656	656	$	20,425	Offers out on 817 acres - 208 acres leased	will commit $20,425/ $4160	1 WELL EARNS UNDER 1760 ACRE AMI	MAJORITY OF PROSPECT NEEDS TO BE LEASED

5	NE AMHERST AMHERST UNLEASED AREA EAST OF	1,390	75-100	NA	0/0	2560	2560	$	64,000	Checked ownership - appears to be entirely	waiting on budget approval			This Amherst East structure has drawn the attention of our new partners….Should have this

	MAIN STRUCTURE

5	W. HIGHLANDS #5	500	80	1,400	400/400	1,000	320 ACRES	$	8,000			1 WELL EARNS UNDER 1,400 ACRE AMI	DRILL SITE LEASED - NEED 320 ADDITIONAL ACRES	Need two key 160 acre tracts (SE/4 Section 19 and NE/4 Section 31). Additional leaseing

6	STATELINE #6	720	55	1,520	0/0	1,520	480 ACRES	$	12,000			1 WELL EARNS UNDER 1,520 ACRE AMI	DRILL SITE NOT LEASED NEED MINIMUM OF 420 ACRES	This is a nice structure but is entirely unleased. lease summarynot avaliable at this time. We

7	S. AMHERST #5	580	50	1,120	800/800	320	320 ACRES	$	8,000			1 WELL EARNS UNDER 1,120 ACRE AMI	DRILL SITE LEASED - NEED A MINIMUM OF 320 ACRES	This is a lower relief structure close to the Hansen well that was drilled to basement (had

ANNEX B

(See attached.)

Annex B

Partial Release

THIS PARTIAL RELEASE (“Partial Release”), dated effective August 12, 2015 (the “Effective Date”), is by TEXAS CAPITAL BANK, N.A., a national banking association (the “Mortgagee”), whose mailing address is One Riverway, Suite 2100, Houston, Texas 77056 to ENERJEX KANSAS, INC. (f/k/a Midwest Energy, Inc.), a Nevada corporation (“EnerJex Kansas”) and WORKING INTEREST, LLC, a Kansas limited liability company (“Working Interest”, together with EnerJex Kansas, each a “Mortgagor”, and collectively, the “Mortgagors”). Capitalized terms used but not defined herein shall have the meaning given such terms in the Credit Agreement (as defined below).

WHEREAS, ENERJEX RESOURCES, INC., a Nevada corporation (“EnerJex Resources”), Mortgagors, BLACK SABLE ENERGY, LLC, a Texas limited liability company (“Black Sable”), BLACK RAVEN ENERGY, INC., a Nevada corporation (“Black Raven”), ADENA, LLC, a Colorado limited liability company (“Adena”, and together with EnerJex Resources, Black Sable, Black Raven and Mortgagors, collectively, the “Borrowers”), each of whose mailing address is 4040 Broadway, Suite 508, San Antonio, Texas 78209, the Banks and Mortgagee, as Administrative Agent for itself and the Banks (collectively, the “Lenders”), entered into that certain Amended and Restated Credit Agreement dated October 3, 2011, as hereafter amended from time to time (the “Credit Agreement”);

WHEREAS, pursuant to the Credit Agreement, Mortgagors executed in favor of Mortgagee, any other Collateral Documents, those certain Mortgages, recorded as set forth on Exhibit A attached hereto (the “Subject Mortgages”); and

WHEREAS, the Subject Mortgages (i) secure, in part, certain indebtedness owed by Mortgagors to Mortgagee under the Credit Agreement, more particularly described and defined in the Subject Mortgages as “Secured Indebtedness” and (ii) cover those certain oil, gas and/or minerals leases, wells and other assets and rights of Mortgagor, more particularly described and defined in the Subject Mortgages as the “Mortgaged Property.”

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the Mortgagee and Mortgagors, the Mortgagee hereby partially releases the liens and security interests under the Subject Mortgages INSOFAR AND ONLY INSOFAR as to those liens and security interests cover those certain oil and gas leases described on Exhibit B attached hereto (the “Affected Leases”) and the interests of Mortgagors in the other assets associated with the Affected Leases (collectively, with the Affected Leases, the “Released Interests”).

NOTWITHSTANDING THE FOREGOING, IT IS SPECIFICALLY UNDERSTOOD THAT THIS IS A PARTIAL RELEASE OF THE SUBJECT MORTGAGES ONLY, AND MORTGAGEE DOES EXPRESSLY RESERVE AND RETAIN ALL OF ITS LIENS, SECURITY INTERESTS AND OTHER RIGHTS UNDER THE SUBJECT MORTGAGES AS TO ALL OF THE MORTGAGED PROPERTY OTHER THAN THE RELEASED INTERESTS. THE SUBJECT MORTGAGES ARE NOT OTHERWISE MODIFIED OR AMENDED. EACH MORTGAGOR DOES HEREBY ADOPT, RATIFY AND CONFIRM THE SUBJECT MORTGAGES, AS PARTIALLY RELEASED HEREBY, IN ALL

RESPECTS. THIS PARTIAL RELEASE IN NO MANNER AFFECTS THE OBLIGATIONS OF ANY MORTGAGOR TO PAY THE SECURED INDEBTEDNESS AND PERFORM ITS OTHER OBLIGATIONS SECURED BY THE SUBJECT MORTGAGES ACCORDING TO THEIR TENOR AND EFFECT. THIS PARTIAL RELEASE IS MADE WITHOUT ANY REPRESENTATION OR WARRANTY BY MORTGAGEE THAT MORTGAGEE IS THE HOLDER OF ANY LIENS, SECURITY INTERESTS OR OTHER RIGHTS IN AND TO THE MORTGAGED PROPERTY INCLUDING THE RELEASED INTERESTS.

(Signature and Acknowledgment Page Follows)

IN WITNESS WHEREOF, the said Mortgagee has caused these presents to be signed by its duly authorized representative as of the date set forth in the notary block below but effective for all purposes as of the Effective Date.

MORGTAGEE:

Texas capital bank, n.a,

a national banking association

By:

Gaby Ramirez
Vice President

STATE OF TEXAS	)
) ss.
COUNTY OF HARRIS	)

BE IT REMEMBERED, That on this day of August, 2015 before me the undersigned, a Notary Public in and for said County and State appeared Gaby Ramirez, Vice President of Texas Capital Bank, N.A., a national banking association, who is personally known to me to be the person who executed the within instrument of writing on behalf of said banking association and duly acknowledged the execution of the same to be the free act and deed of said banking association.

IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my official seal the day and year above written.



	Notary Public
My Commission Expires:

________________________

Signature Page to Partial Release

Exhibit A

Subject Mortgages

Amended and Restated Mortgage, Security Agreement, Financing Statement and Assignment of Production and Revenues dated July 3, 2008 from EnerJex Kansas, as mortgagor, to Mortgagee, and recorded as follows:

State

County

Recording Information

Kansas

Franklin

July 17, 2008

Book 466, Page 483

Miami

July 17, 2008

Instrument No. 2008-03928

Second Amended and Restated Mortgage, Security Agreement, Financing Statement and Assignment of Production and Revenues dated October 3, 2011 from EnerJex Kansas, as mortgagor, to Mortgagee, and recorded as follows:

State

County

Recording Information

Kansas

Franklin

October 13, 2011

Instrument No. 3453

Book 507, Page 711

Miami

October 11, 2011

Instrument No. 2011-03956

as amended by

(a)

First Amendment to Second Amended and Restated Mortgage; Ratification of Liens; and Release of Liens dated effective as of December 14, 2011 from EnerJex Kansas, as mortgagor, to Mortgagee, and recorded as follows:

State

County

Recording Information

Kansas

Franklin

December 29, 2011

Instrument No. 4432

Book 510, Page 470

Miami

October 11, 2011

Instrument No. 2011-03956

as further amended by

(b)

Master Amendment, to and Ratification of, Collateral Documents dated effective as of August 13, 2014 among Borrowers and Mortgagee and recorded as follows:

Exhibit A – Page 1

State

County

Recording Information

Kansas

Franklin

August 21, 2014

Instrument No. 201402805

Book 270, Page 488

Miami

August 21, 2014

Instrument No. 2014-03539

Amended and Restated Mortgage, Security Agreement, Financing Statement and Assignment of Production and Revenues dated October 3, 2011 from Working Interest, as mortgagor, to Mortgagee, and recorded October 13, 2011 with the Franklin County, Kansas Register of Deeds under Instrument No. 3451, at Book 507, Page 665.

as amended by

(a)

First Amendment to Amended and Restated Mortgage, Security Agreement, Financing Statement and Assignment of Production and Revenues dated December 31, 2012 from Working Interest, as mortgagor, to Mortgagee, and recorded February 6, 2013 with the Franklin County, Kansas Register of Deeds under Instrument No. 481, at Book 525, Page 788.

Mortgage, Security Agreement, Financing Statement and Assignment of Production and Revenues dated effective as of December 31, 2012 from Working Interest, as mortgagor, to Mortgagee and recorded as February 6, 2013 with the Miami County, Kansas Register of Deeds under Instrument No. 2013-00673.

[END OF EXHIBIT A]

Exhibit A – Page 2

Exhibit B

Affected Leases

Lease Name	Prospect	Legal Description	Section	Township	Range	County	State	Acres	Net Revenue Interest	Working Interest	Book	Page
Carter A	Rantoul	E/2 SW/4, SW/4 SW/4, E/2 NW/4, W/2 NE/4	17	18S	21E	Franklin	Kansas	280	0.80500000	1.00000000	79	161

Carter B	Rantoul	E/2 E/2	18	18S	21E	Franklin	Kansas	160	0.80500000	1.00000000	79	161

Needham	Rantoul	W/2 NW/4, NW/4 SW/4	17	18S	21E	Franklin	Kansas	120	0.80500000	1.00000000	79	395

Orser	Rantoul	E/2 NW/4, SW/4 NW/4	8	18S	21E	Franklin	Kansas	120	0.80500000	1.00000000	91	427

Dreher	Rantoul	S/2 SE/4	8	18S	21E	Franklin	Kansas	80	0.79750000	1.00000000	95	351

Howell-Fee	Rantoul	E/2 SW/4	8	18S	21E	Franklin	Kansas	80	0.79750000	1.00000000	137	249

Howell-Gorges	Rantoul	E/2 SW/4 (part, 62 acres), SE/4 (part, 60 acres)	1	18S	21E	Miami	Kansas	122	0.79750000	1.00000000	345	157

Russel	Rantoul	W/2 SE/4	17	18W	21E	Franklin	Kansas	80	0.80000000	1.00000000	88	117

Johnston	Rantoul	E/2 SE/4	17	18S	21E	Franklin	Kansas	80	0.80000000	1.00000000	88	485

Mauslein	Rantoul	S/2	9	16S	21E	Franklin	Kansas	320	0.35000000	0.40000000	255	286

[END OF EXHIBIT B]

Exhibit B – Page 1

EXHIBIT 31.1

CERTIFICATION

I, Robert G. Watson, Jr. Chief Executive Officer of EnerJex Resources, Inc., certify that:

I have reviewed this Quarterly Report on Form 10-Q of EnerJex Resources, Inc.;

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 16, 2015

/s/ Robert G. Watson, Jr.
Robert G. Watson, Jr.
Chief Executive Officer
(Principal Executive Officer)

EXHIBIT 31.2

CERTIFICATION

I, Douglas M. Wright Chief Financial Officer of EnerJex Resources, Inc., certify that:

I have reviewed this Quarterly Report on Form 10-Q of EnerJex Resources, Inc.;

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 16, 2015

/s/ Douglas M. Wright
Douglas M. Wright
Chief Financial Officer

EXHIBIT 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Robert G. Watson, Jr., certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report of EnerJex Resources, Inc. on Form 10-Q for the quarterly period ended September 30, 2015, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of EnerJex Resources, Inc.

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 16, 2015

/s/ Robert G. Watson, Jr.
Robert G. Watson, Jr.
Chief Executive Officer
(Principal Executive Officer)

EXHIBIT 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Douglas M. Wright, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly Report of EnerJex Resources, Inc. on Form 10-Q for the quarterly period ended September 30, 2015, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in such Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of EnerJex Resources, Inc.

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 16, 2015

/s/ Douglas M. Wright
Douglas M. Wright
Chief Financial Officer

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