Washington, D.C. 20549

Under the Securities Exchange Act of 1934

(Amendment No. 1)

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

[  ] Rule 13d-1(b)

[X] Rule 13d-1(c)

[  ] Rule 13d-1(d)

The information required in 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.

Page 1 of 12 Pages

CUSIP No. 80000Q104		Page 2 of 12 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
	ENDOWMENT CAPITAL, L.P. 77-0621714
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP  (a) [X]                                                                                                               (b) [  ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE

NUMBER  OF  SHARES BENEFICIALLY  OWNED  BY  EACH  REPORTING  PERSON  WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 1,282,367
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 1,282,367

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.27%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES   [   ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.27%
12	TYPE OF REPORTING PERSON PN

CUSIP No. 80000Q104		Page 4 of 12 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
	ENDOWMENT CAPITAL GROUP, LLC 77-0621719
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP  (a) [X]                                                                                                               (b) [  ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE

NUMBER  OF  SHARES BENEFICIALLY  OWNED  BY  EACH  REPORTING  PERSON  WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 1,282,367
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 1,282,367

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.27%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES   [   ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.27%
12	TYPE OF REPORTING PERSON CO

CUSIP No. 80000Q104		Page 5 of 12 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
	ENDOWMENT MANAGEMENT, LLC 04-3771199
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP  (a) [X]                                                                                                               (b) [  ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE

NUMBER  OF  SHARES BENEFICIALLY  OWNED  BY  EACH  REPORTING  PERSON  WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 1,282,367
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 1,282,367

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.27%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES   [   ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.27%
12	TYPE OF REPORTING PERSON CO

CUSIP No. 80000Q104		Page 6 of 12 Pages

1	NAME OF REPORTING PERSON SS. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
	PHILIP TIMON ###-##-####
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP  (a) [X]                                                                                                               (b) [  ]
3	SEC USE ONLY
4	CITIZENSHIP OR PLACE OF ORGANIZATION UNITED STATES OF AMERICA

NUMBER  OF  SHARES BENEFICIALLY  OWNED  BY  EACH  REPORTING  PERSON  WITH	5	SOLE VOTING POWER 0
	6	SHARED VOTING POWER 1,282,367
	7	SOLE DISPOSITIVE POWER 0
	8	SHARED DISPOSITIVE POWER 1,282,367

9	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7.27%
10	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
	CERTAIN SHARES   [   ]
11	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 7.27%
12	TYPE OF REPORTING PERSON IN

CUSIP No. 80000Q104		Page 7 of 12 Pages

ITEM 1.	(a).	Name of Issuer: SANDERS MORRIS GROUP, INC.
	(b).	Address of Issuer's Principal Executive Offices:
		600 Travis, Suite 3000 Houston, TX 77002
ITEM 2.	(a).	Name of Persons Filing:

This Statement is being filed jointly by (i) Endowment Capital, L.P., a Delaware limited partnership ("Endowment"); (ii) Long Drive, L.P., a Delaware limited partnership ("Long Drive"); (iii) Endowment Capital Group, LLC, a Delaware limited liability company, which serves as general partner to Endowment and Long Drive (the "General Partner"); (iv) Endowment Management, LLC, a Delaware limited liability company, which serves as investment manager to Endowment and Long Drive (the "Manager"); and (v) Mr. Philip Timon, who serves as the managing member of the General Partner and the Manager. Endowment, Long Drive, the General Partner, the Manager, and Philip Timon are sometimes also referred to herein individually as a "Reporting Person" and collectively as "Reporting Persons".

CUSIP No. 80000Q104		Page 8 of 12 Pages

ITEM 3.	If this Statement is Filed Pursuant to Rules 13d-1(b) or 13d-2(b) or (c), Check Whether the Person Filing is a:
	(a)	[ ] Broker or dealer registered under Section 15 of the Exchange Act;
	(b)	[ ] Bank as defined in Section 3(a)(6) of the Exchange Act;
	(c)	[ ] Insurance company as defined in Section 3(a)(19) of the Exchange Act;
	(d)	[ ] Investment company registered under Section 8 of the Investment Company Act;
	(e)	[ ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
	(f)	[ ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
	(g)	[ ] A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
	(h)	[ ] A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act;
	(i)	[ ] A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940;
	(j)	[ ] Group, in accordance with Rule 13d-1(b)(1) (ii)(J).
ITEM 4.	Ownership.
	(a).	Amount beneficially owned:

CUSIP No. 80000Q104		Page 9 of 12 Pages

	(b).	Percentage of class:
		(i)	Endowment Capital, L.P.		7.27%
		(ii)	Long Drive, L.P.		7.27%
		(iii)	Endowment Capital Group, LLC		7.27%
		(iv)	Endowment Management, LLC		7.27%
		(v)	Philip Timon		7.27%
	(c).	Number of shares as to which such person has:
		(1)	Sole power to vote or to direct the vote:
		(i)	Endowment Capital, L.P.		0
		(ii)	Long Drive, L.P.		0
		(iii)	Endowment Capital Group, LLC		0
		(iv)	Endowment Management, LLC		0
		(v)	Philip Timon		0
		(2)	Shared power to vote or to direct the vote:
		(i)	Endowment Capital, L.P.		1,282,367
		(ii)	Long Drive, L.P.		1,282,367
		(iii)	Endowment Capital Group, LLC		1,282,367
		(iv)	Endowment Management, LLC		1,282,367
		(v)	Philip Timon		1,282,367
	(3)	Sole power to dispose or to direct the disposition of:
		(i)	Endowment Capital, L.P.		0
		(ii)	Long Drive, L.P.		0
		(iii)	Endowment Capital Group, LLC		0
		(iv)	Endowment Management, LLC		0
		(v)	Philip Timon		0

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

CUSIP No. 80000Q104		Page 12 of 12 Pages

EXHIBIT 1 -- AGREEMENT OF JOINT FILING

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agrees that the foregoing statement on Schedule 13G/A, is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G, shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained therein, but shall not be responsible for the completeness and accuracy of information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

IN WITNESS WHEREOF, the undersigned hereby execute this Agreement on the 14th day of February, 2005.