SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Wafra Partners, Inc. (Last) (First) (Middle) 345 PARK AVENUE 41ST FLOOR (Street) NEW YORK NY 10154 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 06/23/2005	3. Issuer Name and Ticker or Trading Symbol KENEXA CORP [ KNXA ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Redeemable Preferred Stock	15,500	I	By Wafra Acquisition Fund 14, L.P.(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class C Common Stock	(3)(4)	(3)(4)	Class A Common Stock(2)	731,280.18(3)	(3)(4)	I	By Wafra Acquisition Fund 14, L.P.(1)

1. Name and Address of Reporting Person* Wafra Partners, Inc. (Last) (First) (Middle) 345 PARK AVENUE 41ST FLOOR (Street) NEW YORK NY 10154 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Wafra Partners L.P. (Last) (First) (Middle) 345 PARK AVENUE 41ST FLOOR (Street) NEW YORK NY 10154 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Wafra Acquisition Fund 14, L.P. (Last) (First) (Middle) 345 PARK AVENUE 41ST FLOOR (Street) NEW YORK NY 10154 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Wafra Partners, Inc. is the general partner of Wafra Partners, L.P. Wafra Partners, Inc. is the general partner of Wafra Acquisition Fund 14, L.P.

2. The Class A Common Stock will be reclassified as "Common Stock" pursuant to an amendment to the Issuer's Third Amended and Restated Articles of Incorporation (the "Articles") to be filed prior to the completion of the Issuer's initial public offering (the "IPO").

3. Does not reflect a 0.8-for-1 reverse stock split to be effected pursuant to an amendment to the Articles to be filed prior to the completion of the Issuer's IPO.

4. Each share of Class C Common Stock converts into one share of Common Stock; in addition to this 1-to-1 conversion, an investor agreement among the Issuer and the holders of Class C Common Stock provides that the holders of each share of Class C Common Stock will receive upon the closing of the Issuer's IPO 36.66667 additional shares of Common Stock (without giving effect to the 0.8-for-1 reverse stock split) for each shares of Series A Participating Preferred Stock owned by such holder (the "Top-Up Shares"), with up to the maximum provided for in the Articles of 1,100,000 Top-Up Shares issuable to all holders of Class C Common Stock upon the conversion of all of the outstanding shares of Class C Common Stock.

Remarks:

	Anthony Barbuto, President	06/23/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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