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Securities Act File No. 333-111237
333-111237-01
333-111237-02
333-111237-03
333-111237-04

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM T-1/A

AMENDMENT NO. 1

STATEMENT OF ELIGIBILITY UNDER THE
TRUST INDENTURE ACT OF 1939 OF A CORPORATION
DESIGNATED TO ACT AS TRUSTEE

CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE
PURSUANT TO SECTION 305(b)(2)x

THE BANK OF NEW YORK TRUST COMPANY, N.A.

(formerly known as The Bank of New York Trust Company of Florida, N.A.)

(Exact name of trustee as specified in its charter)

(State of incorporation if not a U.S. national bank)

59-2283428
(I.R.S. employer identification no.)

800 BRICKELL AVENUE
SUITE 300
MIAMI, FLORIDA 33131

(Address of principal executive offices) (Zip Code)

THE BANK OF NEW YORK TRUST COMPANY, N.A.
600 North Pearl Street, Suite 420
Dallas, TX 75201
(214) 880-8234
(Name, address and telephone number of agent for service)

COMSTOCK RESOURCES, INC.

(Exact name of obligor as specified in its charter)


NEVADA		94-1667468
(State or other jurisdiction of		(IRS employer
incorporation or organization)		identification no.)

5300 TOWN AND COUNTRY BLVD, SUITE 500
FRISCO, TEXAS 75034
(972)-668-8800
(Address, zip code and telephone number of
principal executive offices)

COMSTOCK OIL & GAS, INC.

(Exact name of guarantor as specified in its charter)


NEVADA		75-2272352
(State or other jurisdiction of		(IRS employer
incorporation or organization)		identification no.)

5300 TOWN AND COUNTRY BLVD, SUITE 500
FRISCO, TEXAS 75034
(972)-668-8800
(Address, zip code and telephone number of
principal executive offices)

COMSTOCK OIL & GAS — LOUISIANA, LLC

(Exact name of guarantor as specified in its charter)


NEVADA (State or other jurisdiction of incorporation or organization)		28-0012430 (IRS employer identification no.)

5300 TOWN AND COUNTRY BLVD, SUITE 500
FRISCO, TEXAS 75034
(972)-668-8800
(Address, zip code and telephone number of
principal executive offices)

COMSTOCK OFFSHORE, LLC

(Exact name of guarantor as specified in its charter)


NEVADA		75-2733811
(State or other jurisdiction of		(IRS employer
incorporation or organization)		identification no.)

5300 TOWN AND COUNTRY BLVD, SUITE 500
FRISCO, TEXAS 75034
(972)-668-8800
(Address, zip code and telephone number of
principal executive offices)

COMSTOCK OIL & GAS HOLDINGS, INC.

(Exact name of guarantor as specified in its charter)


NEVADA		75-2968982
(State or other jurisdiction of		(IRS employer
incorporation or organization)		identification no.)

5300 TOWN AND COUNTRY BLVD, SUITE 500
FRISCO, TEXAS 75034
(972)-668-8800
(Address, zip code and telephone number of
principal executive offices)

NOTES
(6.875% SENIOR NOTES DUE 3/1/2012)

1.		General Information.

		Furnish the following information as to the trustee—

	(a)		Name and address of each examining or supervising authority to which it is subject.

			Comptroller of the Currency United States Department of the Treasury Washington, D.C. 20219

			Federal Reserve Bank Atlanta, Georgia 30309

			Federal Deposit Insurance Corporation Washington, D.C. 20429

	(b)		Whether it is authorized to exercise corporate trust powers.

			Yes.

2.		Affiliations with Obligor.

		If the obligor is an affiliate of the trustee, describe each such affiliation.

		None.

		3-15 Not Applicable

16.		List of Exhibits.

Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the “Act”) and 17 C.F.R. 229.10(d).

(1) A copy of the Articles of Association of the Bank of New York Trust Company of Florida, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-100717.)

(2) A copy of certificate of authority of the trustee to commence business. (Exhibit 2 to Form T-1 filed with Registration Statement No. 333-100717.)

(3) A copy of the Authorization of the trustee to exercise corporate trust powers. (Exhibit 3 to Form T-1 filed with Registration Statement No. 333-100717.)

(4) A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-100717.)

(6) The consent of the Trustee required by Section 321(b) of the Act.

(7) A copy of the latest report of condition of the Trustee published pursuant to law or the requirements of its supervising or examining authority.

SIGNATURE

Pursuant to the requirements of the Act, the Trustee, The Bank of New York Trust Company, N.A., a corporation organized and existing under the laws of the United States, has duly caused this Amendment to the statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Dallas and the State of Texas, on the 23rd day of February, 2004.


	THE BANK OF NEW YORK TRUST COMPANY, N.A.
	By:
		Patrick T Giordano, Agent

EXHIBIT 6 TO FORM T-1

CONSENT OF TRUSTEE

Pursuant to the requirements of Section 321(b) of the Trust Indenture Act of 1939, in connection with the proposed issuance of Comstock Resources, Inc 6.875% Senior Notes due 3/1/2012, The Bank of New York Trust Company, N.A. hereby consents that reports of examinations by Federal, State, Territorial or District Authorities may be furnished by such authorities to the Securities and Exchange Commission upon request therefor.


	THE BANK OF NEW YORK TRUST COMPANY, N.A.
	By:	/s/ Patrick T Giordano
		Patrick T Giordano, Agent

EXHIBIT 7 TO FORM T-1


		Board of Governors of the Federal Reserve System OMB Number: 7100-0036 Federal Deposit Insurance Corporation OMB Number: 3064-0052 Office of the Comptroller of the Currency OMB Number: 1557-0081 Expires April 30, 2006
Federal Financial Institutions Examination Council
		Please refer to page I, Table of Contents, for the required disclosure of estimated burden.

Consolidated Reports of Condition and Income for
A Bank With Domestic Offices Only FFIEC 041


Report at the close of business September 30, 2003			20030930

		(RCRI 9999)


This report is required by law: 12 U.S.C. § 324 (State member banks); 12 U.S.C. § 1817 (State nonmember banks); and 12 U.S.C. § 161 (National banks).		This report form is to be filed by banks with domestic offices only. Banks with foreign offices (as defined in the instructions) must file FFIEC 031.

NOTE: The Reports of Condition and Income must be signed by an authorized officer and the Report of Condition must be attested to by not less than two directors (trustees) for State nonmember banks and three directors for State member and national Banks.		The Reports of Condition and Income are to be prepared in Accordance with Federal regulatory authority instructions.
I, Thomas J. Mastro, Comptroller Name and Title of Officer Authorized to Sign Report		We, the undersigned directors (trustees), attest to the correctness of the Report of Condition (including the supporting schedules) for this report date and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is trust and correct.

Of the named bank do hereby declare that the Reports of Condition and Income (including the supporting schedules) for this report date have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge.		/s/ Richard G. Jackson Director (Trustee)

/s/ Thomas J. Mastro		/s/ Nicholas G. English

Signature of Officer Authorized to Sign Report		Director (Trustee)

9/30/2003		/s/ Karen B. Shupenko

Date of Signature		Director (Trustee)

Submission of Reports

Each bank must prepare its Reports of Condition and Income either:		(if other than EDS) must transmit the bank’s computer data file to EDS.

		For electronic filing assistance, contact EDS Call Report Services, 2150 N. Prospect Ave., Milwaukee, WI 53202, and telephone (800) 255-1571.

		To fulfill the signature and attestation requirement for the Reports of Condition and Income for this report date, attach this signature page (or a photocopy or a computer-generated version of this page) to the hard-copy record of the completed report that the bank places in its files.


(a)		in electronic form and then file the computer data file directly with the banking agencies’ collection agent, Electronic Data Systems Corporation (EDS), by modem or on computer diskette; or

(b)		in hard-copy (paper) form and arrange for another party to convert the paper report to electronic form. That party

FDIC Certificate Number: 91271				The Bank of New York Trust Company of Florida, N.A.

		(RCRI 9050)		Legal Title of Bank (TEXT 9010)

				Miami

				City (TEXT 9130)

				FL 33131-2974

				State Abbrev. (TEXT 9200) Zip Code (TEXT 9220)

Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, Office of the Comptroller of the Currency

The Bank of New York Trust
Company of Florida, N.A.                                                       FFIEC 041
Miami, FL 33131-2974                                                             RC-1
                                                                                                    10 10
FDIC Certificate Number — 91271
Consolidated Report of Condition for Insured Commercial
And State-Chartered Savings Banks for September 30, 2003

All Schedules are to be reported in thousands of dollars. Unless otherwise indicated, report the amount outstanding as of the last business day of the quarter.

Schedule RC — Balance Sheet


										Dollar Amounts In Thousands
ASSETS										RCON Bil / Mil / Thou
1. Cash and balances due from depository institutions (from Schedule RC-A):
a. Noninterest-bearing balances and currency and coin (1)											0081				4,012				1.a
b. Interest-bearing balances (2)											0071				5,599				1.b
2. Securities:
a. Held-to-maturity securities (from Schedule RC-B, Column A)											1754				0				2.a
b. Available-for-sale securities (from Schedule RC-B, column D)											1773				8,626				2.b
3. Federal funds sold and securities purchased under agreements to resell
a. Federal funds sold											B987				0				3.a
b. Securities purchased under agreements to resell (3)											B988				0				3.b
4. Loans and lease financing receivables: (from Schedule RC-C)
a. Loans and leases, held for sale											5369				0				4.a
b. Loans and leases, net of unearned income			B528				0												4.b
c. LESS: Allowance for loan and lease losses			3123				0												4.c
d. Loans and leases, net of unearned income, allowance, and reserve (item 4.b minus 4.c)											B529				0				4.d

5. Trading assets											3545				0				5.
6. Premises and fixed assets (including capitalized leases)											2145				1,254				6.
7. Other real estate owned (from Schedule RC-M)											2150				0				7.
8. Investments in unconsolidated subsidiaries and associated companies (from Schedule RC-M)											2130				0				8.
9. Customers’ liability to this bank on acceptances outstanding											2155				0				9.
10. Intangible assets
a. Goodwill											3163				15,127				10.a
b. Other Intangible assets (from Schedule RC-M)											0426				494				10.b
11. Other assets (from Schedule RC-F)											2160				1,084				11.
12. Total assets (sum of items 1 through 11)											2170				36,196				12.

(1)		Includes cash items in process of collection and unposted debits.

(2)		Includes time certificates of deposit not held fr trading.

(3)		Includes all securities resale agreements, regardless of maturity.


The Bank of New York Trust Company of Florida, N.A. Legal Title of Bank Transmitted to EDS as 0196815 on 7/30/02 at 11:13:43 CST FDIC Certificate Number = 91271		FFIEC 041 RC-2

Schedule RC — Continued


		Dollar Amounts In Thousands
LIABILITIES
13. Deposits:			RCON Bil /Mil/ tho
a. In domestic offices (sum of totals of columns A and C From Schedule RC-E)											2200				0				13.a
(1) Noninterest-bearing (1)			6631				717												13.a.1
(2) Interest-bearing			6636				0												13.a.2
b. Not applicable
14. Federal funds purchased and securities sold under agreements to repurchase
a. Federal funds purchased (2)											B993				0				14.a.
b. Securities sold under agreements to repurchase (3)											B995				0				14.b
15. Trading liabilities (from Schedule RC-D)											3548				0				15
16. Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)(from Schedule RC-M)											3190				6,000				16
17. Not applicable
18. Bank’s liability on acceptances executed and outstanding											2920				0				18
19. Subordinated notes and debentures (4)											3200				0				19
20. Other liabilities (from Schedule RC-G)											2930				3,635				20
21. Total liabilities (sum of items 13 through 20)											2948				9,635				21
22. Minority interest in consolidated subsidiaries											3000				0				22
EQUITY CAPITAL
23. Perpetual preferred stock and related surplus											3838				0				23
24. Common stock											3230				750				24
25. Surplus (exclude all surplus related to preferred stock)											3839				4,299				25
26. a. Retained earnings											3632				21,510				26.a
b. Accumulated other comprehensive income (5)											B530				2				26.b
27. Other equity capital components (6)											A130				0				27
28. Total equity capital (sum of items 23 through 27)											3210				26,561				28
29. Total liabilities, minority interest, and equity capital (sum of items 21, 22, and 28)											3300				36,196				29

Memorandum

To be reported only with the March Report of Condition.


1.		Indicate in the at the right, the number of the statement below that best describes the most comprehensive level of auditing work performed for the bank by independent external auditors as of any date during 2002		RCON 6724		Number N/A M.1


1 =		Independent audit of the bank conducted in accordance with generally accepted auditing standards by a certified public accounting firm which submits a report on the bank		4 =		Directors’ examination of the bank conducted in accordance with generally accepted auditing standards by a certified public accounting firm (may be required by state chartering authority)

2 =		Independent audit of the bank’s parent holding company conducted in accordance with generally accepted auditing standards by a certified public accounting firm which submits a report on the consolidated holding company (but not on the bank separately)		5 =		Directors’ examination of the bank performed by other external auditors (may be required by state chartering authority)
				6 =		Review of the bank’s financial statements by external auditors
				7 =		Compilation of the bank’s financial statements by external auditors
				8 =		Other audit procedures (excluding tax preparation work)

3 =		Attestation on bank management’s assertion on the effectiveness of the bank’s internal control over financial reporting by a certified public accounting firm.		9 =		No external audit work

(1)

Includes total demand deposits and noninterest-bearing time and savings deposits.

(2)

Report overnight Federal Home Loan Bank Advances in Schedule RC, item 16, and “other borrowed money.”

(3)

Includes all securities repurchase agreements, regardless of maturity.

(4)

Includes limited-life preferred stock and related surplus.

(5)

Includes net unrealized holding gains (losses) on available-for-sale securities, accumulated net gains (losses) on cash flow hedges, and minimum pension liability adjustments.

(6)

Includes treasury stock and unearned Employee Stock Ownership Plan shares.