UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. _2_)*
AMEN Properties, Inc.
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(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
023477-20-1
(CUSIP Number)
John M. James
303 W. Wall Street, Ste. 2300
Midland, TX 79701
(432) 684-3821
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
03/01/2005
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to
report the acquisition that is the subject of this Schedule 13D, and is filing
this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the
following box. [ ]
NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes.)
CUSIP No. 023477-20-1
(1) Name of Reporting Persons:
I.R.S. Identification Nos. of above persons (entities only):
Jon M. Morgan, as an individual, and as trustee of the Jon M. Morgan
Pension Plan, and as President of J.M. Mineral Land Co., Inc.
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(2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ] Not Applicable
(b) [ ] Not Applicable
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(3) SEC Use Only:
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(4) Source of Funds (See Instructions):
WC & PF
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(5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items
2(d) or 2(e): [ ]
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(6) Citizenship or Place of Organization:
United States of America
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(7) SOLE VOTING POWER
NUMBER OF 270,960 shares
SHARES
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BENEFICIALLY (8) SHARED VOTING POWER
OWNED BY
EACH 0
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REPORTING (9) SOLE DISPOSITIVE POWER
PERSON
WITH 270,960 shares
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(10) SHARED DISPOSITIVE POWER
0
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person:
308,578
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(12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions): [ ]
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(13) Percent of Class Represented by Amount in Row (11):
12.5%
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(14) Type of Reporting Person (See Instructions):
IN and CO
ITEM 1. SECURITY AND ISSUER
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This Statement on Schedule 13D (this "Statement") relates to Common stock,
$0.01 par value per share ("Common Stock"), of AMEN Properties, Inc., a Delaware
corporation (the "Issuer"). The address of the Issuer's principal executive
offices is 303 W. Wall Street, Ste. 2300, Midland, TX 79701.
ITEM 2. IDENTITY AND BACKGROUND
(a) The name of the person filing this Statement is Jon M. Morgan (the
"Reporting Person").
(b) The address of the principal business office of the Reporting Person is 303
W. Wall, Suite 2300, Midland, TX 79701.
(c) The Reporting Person is a member of the Issuer's Board of Directors and is
President and Chief Operating Officer.
(d) The Reporting Person has not been convicted in any criminal proceedings
during the past five (5) years.
(e) The Reporting Person has not been party to a civil proceeding of a judicial
or administrative body of competent jurisdiction during the past five (5)
years.
(f) The Reporting Person is a citizen of the United States of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
All of the Reporting Person's purchases of Common Stock were made using
personal funds. Since August 2000, an aggregate of $9,600 of the Reporting
Person's personal funds were used to purchase 1,275 shares of Common Stock. In
September 2000, the Reporting Person, as trustee of the Jon M. Morgan Pension
Plan purchased $200,000 or 8,000 shares of the Company's Series "A" Preferred
Stock which is currently convertible into at most 61,645 shares of Common Stock.
At this same time, the Reporting Person as President of J.M. Midland Land Co.,
Inc., also purchased $200,000 or 8,000 shares of the Company's Series "A"
Preferred Stock, which is currently convertible into at most 61,645 shares of
Common Stock. In January 2002, the Reporting Person purchased $125,000 or 12,500
shares of the Company's Series "B" Preferred Stock, which is convertible into
38,528 shares of Common Stock. On June 13, 2003, the Reporting Person received
40,335 shares of Common Stock as payment for accrued dividends on the Series A
and Series B Preferred Stock. During August 2004, Jon Morgan, individually,
acquired 11,284 shares of Common Stock using personal funds in the amount of
$26,985. On March 1, 2005 Jon M. Morgan, individually, used $224,992 of personal
funds to purchase 14,062 shares of Series "C" Preferred Stock, which are
currently convertible into at most 56,248 shares of Common Stock. {Explain}
ITEM 4. PURPOSE OF TRANSACTION
The Reporting Person has acquired the Common Stock for investment purposes
only and currently has no plans or proposals that relate to or would result in
the occurrence of any of the transactions or events specified in clauses (a)
through (j) of Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) The reporting person beneficially owns 308,578 shares of Common Stock, of
which 37,618 are represented by 28,124 Warrants and 9,494 Options. The
figure for the Common Stock outstanding was taken from the Issuer's latest
Quarterly Report on Form 10-Q for the period ended September 30, 2004.
(b) The Reporting Person has:
1) 270,960 shares as to which he has sole power to vote or to direct the vote;
2) 0 shares as to which he has shared power to vote or to direct the vote;
3) 270,960 shares as to which he has sole power to dispose or to direct the
disposition; and
4) 0 shares as to which he has shared power to dispose or to direct the
disposition.
(c) Other than that which is disclosed herein, within the 60-day period prior to
filing this Statement, the Reporting Person has not engaged in any
transaction involving shares of Common Stock.
(d) Not applicable.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO SECURITIES OF THE ISSUER
There are no contracts, arrangements, understandings or relationships with
respect to the Common Stock that requires disclosure pursuant to this Item 6.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this Statement is true,
complete and correct.
Dated as of March 10, 2005
By: /s/ Jon M. Morgan
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Jon M. Morgan,
Individually, and as
Trustee of Jon M. Morgan Pension Plan, and as
President of J.M. Mineral Land Co., Inc.