JOINT FILING AGREEMENT

                                                                   Exhibit 2

                               JOINT FILING AGREEMENT

     In accordance with Rule 13d-1(f) under the Securities Exchange Act of
1934, as amended, the persons named below agree to the joint filing on behalf
of each of them of a Statement on Schedule 13D (including amendments thereto)
with respect to the common stock, $.01 par value, of ENStar Inc., and further
agree that this Joint Filing Agreement be included as an Exhibit to such joint
filings.

     In evidence thereof, the undersigned, being duly authorized, hereby
execute this Joint Filing Agreement as of August 24, 1999.


                                        ENSTAR ACQUISITION, INC.

                                        By:  /s/ Xxxxxxx X. Xxxxxxx
                                           --------------------------
                                                 Xxxxxxx X. Xxxxxxx
                                                 President

                                            /s/ Xxxxx X. Xxxxxxx
                                        -----------------------------
                                        Xxxxx X. Xxxxxxx, Individually


                                        4J2R1C LIMITED PARTNERSHIP


                                         By: /s/ Xxxxx X. Xxxxxxx
                                             --------------------
                                             Xxxxx X. Xxxxxxx
                                             General Partner

                                         By: /s/ Xxxxxxx X. Xxxxxxx
                                             ----------------------
                                             Xxxxxxx X. Xxxxxxx
                                             General Partner

                                         /s/ Xxxxxxx X. Xxxxxxx
                                         ----------------------
                                         Xxxxxxx X. Xxxxxxx, Individually










                                         XXXXXXX ACQUISITION CORPORATION
                                         TRUST U/A DATED EFFECTIVE JULY 29,
                                         1999

                                         By:   /s/ Xxxxxxx X. Xxxxxxx
                                              ---------------------------
                                                   Xxxxxxx X. Xxxxxxx
                                                   Trustee


                                         3J2R LIMITED PARTNERSHIP

                                         By:  /s/ Xxxxxxx X. Xxxxxxx
                                              -----------------------
                                              Xxxxxxx X. Xxxxxxx
                                              Managing General Partner