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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001010549-97-000014.txt : 19970225
<SEC-HEADER>0001010549-97-000014.hdr.sgml : 19970225
ACCESSION NUMBER:		0001010549-97-000014
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	19970123
ITEM INFORMATION:		Acquisition or disposition of assets
FILED AS OF DATE:		19970204
SROS:			AMEX

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			DALLAS GOLD & SILVER EXCHANGE INC /NV/
		CENTRAL INDEX KEY:			0000701719
		STANDARD INDUSTRIAL CLASSIFICATION:	RETAIL-JEWELRY STORES [5944]
		IRS NUMBER:				880097334
		STATE OF INCORPORATION:			NV
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-11048
		FILM NUMBER:		97517641

	BUSINESS ADDRESS:	
		STREET 1:		2817 FOREST L
		STREET 2:		STE 202
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75234
		BUSINESS PHONE:		2144843662

	MAIL ADDRESS:	
		STREET 1:		2817 FOREST LN
		CITY:			DALLAS
		STATE:			TX
		ZIP:			75234

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	AMERICAN PACIFIC MINT INC
		DATE OF NAME CHANGE:	19920703

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CANYON STATE CORP
		DATE OF NAME CHANGE:	19860819
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<TEXT>

                     U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549



                                    FORM 8-K


                                 CURRENT REPORT



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 23, 1997



                      DALLAS GOLD AND SILVER EXCHANGE, INC.
                      -------------------------------------
             (Exact name of registrant as specified in its charter)



                                     NEVADA
                                     ------
                 (State or other jurisdiction of incorporation)




               1-11048                             88-0097334
               -------                             ----------
       (Commission file number)       (IRS employer identification number)



                      2817 Forest Lane, Dallas, Texas 75234
                      -------------------------------------
                     (Address of principal executive office)





        Registrant's telephone number, including area code: (972)484-3662


<PAGE>

Item 2. Acquisition or Disposition of Assets:

     In January 1997,  Dallas Gold And Silver  Exchange,  Inc.  (the  "Company")
formed a new wholly-owned  subsidiary,  Eye Media, Inc. On January 28, 1997, Eye
Media,  Inc. acquired certain assets owned by National Media Mail, Inc. for cash
in the amount of $ 20,000.00 and hired nine former  employees of National  Media
Mail, Inc. The assets purchased include rights,  title and interest in a certain
patent pending and a certain registered service mark for ("The Gathering"),  one
of the largest College Web Sites on the Internet located at WWW.TAKEME.COM.  The
purchase also included  certain  computer and office equipment and furniture and
fixtures. Eye Media, Inc. is a Internet/Intranet Web Site development company in
addition  to owning  and  operating  The  Gathering.  Both Eye Media,  Inc.  and
National Media Mail, Inc. are located in Newport Beach, California.


     In addition,  on January 23, 1997 the Company  purchased  197,963 shares of
its outstanding  common stock. The consideration  paid for these shares was cash
in the amount of $ 148,472.25.  These shares were purchased from  CardioDynamics
International   Corporation  located  in  San  Diego,  California.   After  this
transaction, the Company has 4,419,732 shares of common stock outstanding.


                                   SIGNATURE

In  accordance  with  section 13 and 15(d) of the Exchange  Act, the  Registrant
caused this report to be signed on its behalf by the undersigned  thereunto duly
authorized.


                                          Dallas Gold And Silver Exchange, Inc.


Dated: February 4, 1997                   /s/ Dr. L.S. Smith             
                                         -------------------------------------
                                         Dr. L.S. Smith
                                         Chairman of the Board







</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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