SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   FORM 10-QSB

(Mark One)

(X)      Quarterly  Report  pursuant  to Section  13 or 15(d) of the  Securities
         Exchange Act of 1934

For the quarterly period ended       June 30, 2004
                               -----------------------------

( )      Transition Report under Section 13 or 15(d) of the Securities  Exchange
         Act of 1934

For the transition period from               to
                               -------------    --------------

Commission File Number                    1-11048
                       ----------------------------------------

                              DGSE Companies, Inc.
                              ---------------------
                         (Name of small business issuer)


             Nevada                                          88-0097334
---------------------------------                -------------------------------
(State or other jurisdiction                     (I.R.S. Employer Identification
of incorporation or organization)                 Number)



    2817 Forest Lane, Dallas, Texas                            75234
----------------------------------------                  ----------------
(Address of principal executive offices)                     (Zip Code)

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


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

           Class                                    Outstanding at July 30, 2004
----------------------------                        ----------------------------
Common Stock, $.01 per value                                  4,913,290


<PAGE>
<TABLE>
<CAPTION>

PART I.   FINANCIAL INFORMATION
          Item 1. Financial Statements

DGSE Companies, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS
                                                                         (Unaudited)

ASSETS                                                         June 30,     December 31,
                                                                2004            2003
                                                            ------------    ------------
<S>                                                         <C>                  <C>
CURRENT ASSETS
    Cash and cash equivalents                               $    319,157         735,293
    Trade receivables                                            671,002         774,586
     Other receivables                                           204,430         204,430
    Inventories                                                6,982,645       6,673,865
    Prepaid expenses                                             179,049         149,277
                                                            ------------    ------------


          Total current assets                                 8,356,283       8,537,451

MARKETABLE SECURITIES - AVAILABLE FOR SALE                       263,799         243,446

PROPERTY AND EQUIPMENT - AT COST, NET                            999,088         989,966

GOODWILL                                                       1,151,120       1,151,120

OTHER ASSETS                                                     149,809         149,546
                                                            ------------    ------------

                                                            $ 10,920,099    $ 11,071,529
                                                            ============    ============

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES
    Notes payable                                           $  2,741,758    $    541,546
    Current maturities of long-term debt                         197,315         197,315
    Accounts payable - trade                                     323,678         859,269
    Accrued expenses                                             304,429         705,756
    Customer deposits                                             78,105         150,088
    Federal income taxes payable                                 360,568         512,991
                                                            ------------    ------------

          Total current liabilities                            4,005,853       2,966,965

Long-term debt, less current maturities                        1,222,336       2,719,482
Deferred income taxes                                             29,663          22,743
                                                            ------------    ------------

          Total liabilities                                    5,257,852       5,709,190
SHAREHOLDERS' EQUITY
    Common stock, $.01 par value; authorized 10,000,000
       shares; issued and outstanding 4,913,290 shares at
       June 30, 2004 and December 31, 2003                        49,133          49,133
    Additional paid-in capital                                 5,708,760       5,708,760
    Accumulated other comprehensive income                        13,433            --
    Retained earnings (deficit)                                 (109,079)       (395,554)
                                                            ------------    ------------
          Total shareholders' equity                           5,662,247       5,362,339
                                                            ============    ============

                                                            $ 10,920,099    $ 11,071,529
                                                            ============    ============
</TABLE>


The  accompanying  notes are an integral  part of these  consolidated  financial
statements

                                        2

<PAGE>
<TABLE>
<CAPTION>

DGSE Companies, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
Three months ended
(Unaudited)

                                                            June 30, 2004    June 30, 2003
<S>                                                         <C>              <C>
Revenue
    Sales                                                   $   6,170,192    $   5,671,014
    Pawn services charges                                          47,084           41,630
                                                            -------------    -------------
                                                                6,217,276        5,712,644
Costs and expenses
    Cost of goods sold                                          4,988,111        4,594,741
    Selling, general and administrative expenses                  896,500          877,788
    Depreciation and amortization                                  37,112           39,330
                                                            -------------    -------------
                                                                5,921,723        5,511,859

Operating income                                                  295,553          200,785
                                                            -------------    -------------
Other income (expense)
   Interest expense                                               (73,005)         (73,005)
                                                            -------------    -------------

             Total other income (expense)                         (73,005)         (73,005)

             Income (loss) before income taxes                    222,548          127,780

Income tax expense                                                 75,666           43,753
                                                            -------------    -------------

             Net income (loss) from continuing operations         146,882           84,027

Loss from discontinued operations, net of income taxes            (46,106)         (24,444)
                                                            -------------    -------------

             Net income (loss)                              $     100,776    $      59,583
                                                            =============    =============


Earnings per common share
     Basic and diluted
          From continuing operations                        $         .03    $         .02
          From discontinued operations                               (.01)            (.01)
                                                            -------------    -------------
                                                            $         .02    $         .01
                                                            =============    =============
     Weighted average number of common shares:
          Basic                                                 4,913,290        4,913,290
          Diluted                                               5,161,616        4,913,290
</TABLE>



The  accompanying  notes are an integral  part of these  consolidated  financial
statements
                                       3

<PAGE>
<TABLE>
<CAPTION>

DGSE Companies, Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF OPERATIONS
Six  months ended
(Unaudited)


                                                         June 30, 2004    June 30, 2003
                                                         -------------    -------------
<S>                                                      <C>              <C>
Revenue
    Sales                                                $  12,921,644    $  10,771,966
    Pawn services charges                                       94,714           83,512
                                                         -------------    -------------
                                                            13,016,358       10,855,478

Costs and expenses
    Cost of goods sold                                      10,441,033        8,744,288
    Selling, general and administrative expenses             1,805,482        1,738,174
    Depreciation and amortization                               72,397           85,098
                                                         -------------    -------------
                                                            12,318,912       10,567,560
                                                         -------------    -------------

Operating income                                               697,446          287,918
                                                         -------------    -------------

Other income (expense)
   Interest expense                                           (145,058)        (141,035)
                                                         -------------    -------------

             Total other income (expense)                     (145,058)        (141,035)

             Income before income taxes                        552,388          146,883

Income tax expense                                             187,812           49,940
                                                         -------------    -------------

             Net income from continuing operations             364,576           96,943

Loss from discontinued operations, net of income taxes         (78,101)         (58,803)
                                                         -------------    -------------

             Net income                                  $     286,475    $      38,140
                                                         =============    =============


Earnings per common share
     Basic and diluted
         From continuing operations                      $         .07    $         .02
         From discontinued operations                             (.01)            (.01)
                                                         -------------    -------------
                                                         $         .06    $         .01
                                                         =============    =============

     Weighted average number of common shares:
         Basic                                               4,913,290        4,913,290
         Diluted                                             5,161,616        4,913,290
</TABLE>




The  accompanying  notes are an integral  part of these  consolidated  financial
statements
                                        4

<PAGE>
<TABLE>
<CAPTION>

DGSE COMPANIES, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

                                                                       Six Months Ended
                                                                           June 30,
                                                                       2004         2003
                                                                    ---------    ---------
<S>                                                                 <C>          <C>
Cash Flows From Operations
Reconciliation of net loss to net cash
    used in  operating activities
        Net income (loss)                                           $ 286,475    $  38,140
        Depreciation and amortization                                  72,397       85,098
         (Increase) decrease in operating assets and liabilities
              Trade receivables                                       103,584      161,093
              Inventories                                            (308,780)    (283,493)
              Prepaid expenses and other current assets               (29,772)     (60,920)
              Accounts payable and accrued expenses                  (936,918)    (606,567)
              Federal income taxes payable                           (152,423)    (130,352)
              Other assets                                               (263)      (5,267)
                                                                    ---------    ---------
                 Total net cash used in operating activities         (965,700)    (802,268)

Cash flows from investing activities
              Purchase of property and equipment                      (81,519)     (10,100)
              Change in customer deposits                             (71,983)      (8,570)
                                                                    ---------    ---------
                 Net cash (used) provided by investing activities    (153,502)     (18,670)

Cash flows from financing activities
              Proceeds from notes issued                              825,000      725,000
              Payments on notes payable                              (121,934)    (266,325)
                                                                    ---------    ---------
        Net cash provided by financing activities                     703,066      458,675
                                                                    ---------    ---------

Net decrease in cash and cash equivalents                            (416,136)    (362,263)

Cash and cash equivalents at beginning of year                        735,293      498,408
                                                                    ---------    ---------

Cash and cash equivalents at end of period                          $ 319,157    $ 136,145
                                                                    =========    =========
</TABLE>

Supplemental disclosures:

Interest  paid for the six months ended June 30, 2004 and 2003 was $ 145,058 and
$ 141,035, respectively.

Income  taxes paid for the six months  ended June 30, 2004 and 2003 was $300,000
and $150,000, respectively.


The  accompanying  notes are an integral  part of these  consolidated  financial
statements.
                                        5


<PAGE>
<TABLE>
<CAPTION>

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------

(1)  Basis of Presentation:

The accompanying  unaudited condensed  consolidated financial statements of DGSE
Companies,  Inc.  and  Subsidiaries  include the  financial  statements  of DGSE
Companies, Inc. and its wholly-owned  subsidiaries,  DGSE Corporation,  National
Jewelry  Exchange,  Inc.,  Silverman  Consultants,  Inc. and Charleston Gold and
Diamond Exchange, Inc. In July 2004 the Company sold the goodwill and trade name
of  Silverman  Consultants,   Inc.  and  discontinued  the  operations  of  this
subsidiary.  As a  result,  operating  results  for this  subsidiary  have  been
reclassified  to  discontinued  operations  for all  periods  presented.  In the
opinion of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included.

The Company's  operating  results for the three months ended March 31, 2004, are
not  necessarily  indicative  of the results  that may be expected  for the year
ended  December 31, 2004.  For further  information,  refer to the  consolidated
financial  statements  and footnotes  thereto  included in the Company's  annual
report  on  Form  10-KSB  for  the  year  ended   December  31,  2003.   Certain
reclassifications   were  made  to  the  prior  year's  consolidated   financial
statements to conform to the current year presentation.


(2)  - Earnings per share

No schedule  provided  for the periods  ended June 30, 2004 and 2003 because the
effect on earnings per share is not dilutive.


(3)  - Business segment information

The Company's operations by business segment for the three months ended June 30,
were as follows:

                                       Discontinued     Corporate
                          Jewelry       Operations       & Other       Consolidated
                        ------------   ------------    ------------    ------------
<S>                     <C>                            <C>             <C>
Revenues
  2004                  $  6,217,276   $       --      $       --      $  6,217,276
  2003                  $  5,712,644   $       --      $       --      $  5,712,644

Net income (loss)
  2004                  $    169,351   $    (46,106)   $    (22,469)   $    100,776
  2003                  $     95,790   $    (24,444)   $    (11,763)   $     59,583

Identifiable assets
  2004                  $  9,991,161   $    414,694    $    514 244    $ 10,920,099
  2003                  $  9,498,916   $    485,942    $    220,442    $ 10,205,300

Capital expenditures
  2004                  $     77,355   $       --      $       --      $     77,355
  2003                  $      7,707   $       --      $       --      $      7,707
Depreciation and
  amortization
  2004                  $     35,237   $       --      $      1,875    $     37,112
  2003                  $     37,455   $       --      $      1,875    $     39,330










                                        6

<PAGE>

The Company's  operations by business  segment for the six months ended June 30,
were as follows:

                                       Discontinued     Corporate
                          Jewelry       Operations       & Other       Consolidated
                        ------------   ------------    ------------    ------------
Revenues
   2004                 $ 13,016,358   $       --      $       --      $ 13,016,358
   2003                 $ 10,855,478   $       --      $       --      $ 10,855,478

Net income (loss)
   2004                 $    407,080   $    (78,101)   $    (42,504)   $    286,475
   2003                 $    104,455   $    (58,803)   $    (35,301)   $     38,140

Identifiable assets
   2004                 $  9,991,161   $    414,694    $    514,244    $ 10,920,099
   2003                 $  9,498,916   $    485,942    $    220,442    $ 10,205,300

Capital expenditures
   2004                 $     81,519   $       --      $       --      $     81,519
   2003                 $     10,100   $       --      $       --      $     10,100

Depreciation and
   amortization
   2004                 $     68,647   $       --      $      3,750    $     72,397
   2003                 $     81,348   $       --      $      3,750    $     85,098
</TABLE>



(4) Other Comprehensive income:

Other comprehensive income is as follows:
<TABLE>
<CAPTION>
                                                                 Tax
                                               Before Tax     (Expense)      Net-of-Tax
                                                 Amount        Benefit         Amount
                                              -----------    -----------    -----------
<S>                                           <C>            <C>            <C>
Other comprehensive income at
   December 31, 2003                          $      --      $      --      $      --
Unrealized holding gains arising during the
    Three months ended March 31, 2004             106,373        (36,167)        70,206
                                              -----------    -----------    -----------
Other comprehensive income at
   March 31, 2004                                 106,373        (36,167)        70,206
Unrealized holding losses during the
   Three months ended June 30, 2004               (86,020)        29,247        (56,773)
                                              -----------    -----------    -----------
Other comprehensive income at
   June 30, 2004                              $    20,353    $    (6,920)   $    13,433
                                              ===========    ===========    ===========

Other comprehensive income loss at
   December 31, 2002                          $(1,728,130)   $   593,180    $(1,134,950)
Unrealized holding gains arising during the
    Three months ended March 31, 2003              75,278        (25,594)        49,684
                                              -----------    -----------    -----------
Other comprehensive income (loss) at
   March 31, 2003                              (1,652,852)       567,586     (1,085,266)
Unrealized holding losses during the
  Three months ended June 30, 2003                (46,260)        15,728        (30,532)
                                              -----------    -----------    -----------
Other comprehensive loss at
  June 30, 2003                               $(1,699,112)   $   583,314    $(1,115,798)
                                              ===========    ===========    ===========
</TABLE>



                                        7

<PAGE>

(5) Stock-based Compensation:

The  Company  accounts  for  stock-based  compensation  to  employees  using the
intrinsic  value  method.  Accordingly,  compensation  cost for stock options to
employees is measured as the excess,  if any , of the quoted market price of the
Company's common stock at the date of the grant over the amount an employee must
pay to acquire the stock.

The following table  illustrates the effect on net income and earnings per share
if the  Company  had  applied  the fair  value  recognition  provisions  of FASB
Statement No. 123,  Accounting  for  Stock-Based  Compensation,  to  stock-based
employee compensation.

                                                      Six Months Ended June 30,
                                                      -------------------------
                                                          2004          2003
                                                      -----------    ----------
Net income(loss) as reported                          $   286,475    $   38,140
Deduct:  Total stock-based employee compensation
Expense determined under fair value based method
For all awards, net of related tax effects                   --          (2,025)
                                                      -----------    ----------
Pro forma net loss                                    $   286,475    $   21,443
                                                      ===========    ==========

Earnings per share:
     Basic - as reported                              $       .06    $      .01
     Basic - pro forma                                $       .06    $      .01
     Diluted - as reported                            $       .06    $      .01
     Diluted pro forma                                $       .06    $      .01

The fair value of these  options  was  estimated  at the date of grant using the
Black-Scholes   option-pricing   model  with  the  following   weighted  average
assumptions  used for grants  after  1998,  expected  volatility  of 70% to 96%,
risk-free  rate of 3.9% to 6.6%,  no dividend  yield and expected life of 5 to 8
years.




Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Results of Operations
---------------------

Quarter ended June 30, 2004 vs 2003:
------------------------------------
Sales  for the  second  quarter  of 2004  increased  by $  499,178  or 8.8% when
compared  to the  corresponding  quarter  of 2003.  This was the  result  of a $
531,101  increase in jewelry  sales and a $ 31, 923 decrease in precious  metals
sales.  These  changes  were  due to a  nation-wide  improvement  in the  retail
environment and price  decreases in precious metal  products.  Pawn service fees
increased  by 13.1% due to an increase in loan volume.  Cost of sales  increased
primarily due to the increase in sales.  Gross margins  increased  from 19.0% in
2003 to 19.2% in 2004 due to the increase in sales of jewelry products.

Income taxes are provided at the corporate rate of 34% for both 2004 and 2003

Loss from discontinued operations during 2004 and 2003 in the amount of $ 46,106
and $ 24, 444 net of income taxes is the combined results of three  subsidiaries
of the Company,  DLS Financial  Services,  Inc.,  eye media,  inc. and Silverman
Consultants, Inc. The operations of these companies have been discontinued.





                                        8

<PAGE>
<TABLE>
<CAPTION>

Six months ended June 30, 2004 vs 2003:

Sales for the six months  ended June 30, 2004  increased by $ 2,150,585 or 20.0%
when compared to the  corresponding  period of 2003.  This was the result of a $
1,552,294  increase in jewelry sales and a $ 598,291 increase in precious metals
sales.  These  changes  were  due to a  nation-wide  improvement  in the  retail
environment  and price  increases in precious  metal  products  during the first
quarter of 2004. Pawn service fees increased by 13.4% due to an increase in loan
volume.  Cost of sales increased  primarily due to the increase in sales.  Gross
margins  increased  from 18.8% in 2003 to 19.2% in 2004 due to the  increase  in
sales of jewelry products.

Income taxes are provided at the corporate rate of 34% for both 2004 and 2003

Loss from discontinued operations during 2004 and 2003 in the amount of $ 78,101
and $ 58,803 net of income taxes is the combined  results of three  subsidiaries
of the Company,  DLS Financial  Services,  Inc.,  eye media,  inc. and Silverman
Consultants, Inc. The operations of these companies have been discontinued.




Liquidity and Capital Resources
-------------------------------

The  Company's  short-term  debt totaled  $2,741,758  as of June 30,  2004.  The
ability of the Company to finance its operations  and working  capital needs are
dependent upon management's ability to negotiate extended terms or refinance its
short-term  debt.  The Company has  historically  renewed,  extended or replaced
short-term debt as it matures and management believes that it will be able to do
so in the future as short-term debt matures.

Management of the Company  expects capital  expenditures to total  approximately
$50,000  during the balance of 2004. It is anticipated  that these  expenditures
will be funded from working capital.

From time to time,  management  has adjusted the Company's  inventory  levels to
meet  seasonal  demand  or  in  order  to  meet  working  capital  requirements.
Management  is of the opinion that if  additional  working  capital is required,
additional loans can be obtained from  individuals or from commercial  banks. If
necessary,  inventory  levels  may be  adjusted  or a portion  of the  Company's
investments in marketable  securities may be liquidated in order to meet working
capital requirements.

Contractual Cash Obligations                                        Payments due by year end
----------------------------                     ---------------------------------------------------------------------------
                                       Total        2004         2005         2006         2007         2008      Thereafter
                                    ----------   ----------   ----------   ----------   ----------   ----------   ----------
<S>                                 <C>          <C>          <C>          <C>          <C>          <C>          <C>
Notes payable                       $2,741,758   $  266,758   $2,475,000         --           --           --           --
Long-term debt and capital leases    1,419,651      198,122   $  484,737   $  137,906   $  135,330   $  135,606   $  327,950
Federal income taxes                   360,568      360,568         --           --           --           --           --
Operating leases                       295,504      117,047      148,205       18,886       11,366         --           --
                                    ----------   ----------   ----------   ----------   ----------   ----------   ----------
                                    $4,817,481   $  947,507   $2,757,942   $  156,792   $  146,696   $  135,606   $  327,950
                                    ==========   ==========   ==========   ==========   ==========   ==========   ==========
</TABLE>


This  report  contains  forward-looking  statements  which  reflect  the view of
Company's management with respect to future events. Although management believes
that  the  expectations   reflected  in  such  forward-looking   statements  are
reasonable,  it can give no assurance that such  expectations will prove to have
been  correct.  Important  factors  that could  cause  actual  results to differ
materially from such  expectations  are a down turn in the current strong retail
climate and the  potential  for  fluctuations  in precious  metals  prices.  The
forward-looking  statements  contained  herein  reflect the current views of the
Company's  management  and the  Company  assumes  no  obligation  to update  the
forward-looking  statements or to update the reasons actual results could differ
from those contemplated by such forward-looking statements.



                                        9
<PAGE>

ITEM 3. Controls and Procedures

Under the supervision and with the  participation  of our management,  including
our  principal  executive  officer  and  principal  financial  officer,  we have
evaluated  the  effectiveness  of the design  and  operation  of our  disclosure
controls  and  procedures  within 90 days of the filing  date of this  quarterly
report,  and, based on their  evaluation,  our principal  executive  officer and
principal  financial  officer have  concluded that these controls and procedures
are  effective.  There are no  significant  changes in our internal  controls or
other factors that could  significantly  affect these controls subsequent to the
date of their  evaluation.  Disclosure  controls and procedures are our controls
and other procedures that are designed to ensure that information required to be
disclosed  by us in the reports that we file or submit under the Exchange Act is
recorded,  processed,  summarized and reported, within the time period specified
in the Securities and Exchange Commission's rules and forms. Disclosure controls
and procedures include, without limitation,  controls and procedures designed to
ensure that  information  required to be  disclosed by us in the reports that we
file under the Exchange Act is accumulated  and  communicated to our management,
including our principal  executive officer and principal  financial officer,  as
appropriate to allow timely decisions regarding required disclosure.


PART II.   OTHER INFORMATION
----------------------------

Item 4. Submission of Matters to a Vote of Security Holders.

         The annual meeting of  shareholders of the Company was held on June 21,
2004.  Shareholders  were asked to vote upon the election of  directors  and the
approval of the  Company's  Stock option plan.  The following is a tabulation of
votes cast at the meeting:

                                        For          Against        Abstain
                                     ---------      ---------      ---------
Election of Directors
L.S. Smith                           4,675,119        2,299
W.H. Oyster                          4,599,698        2,299
John Benson                          4,599,698          537
James Walsh                          4,599,698          537
William Cordeiro                     4,599,698          537

Approval of Stock Option Plan        4,641,198       40,650           532
-----------------------------

         As a result of the vote,  all  persons  named  above  were  elected  as
directors and the Company's Stock option plan was approved.


Item 6.  Exhibits and Reports on  Form 8-K.

Exhibits:

31.1     Certificate of L.S. Smith pursuant to Section 302 of the Sarbanes-Oxley
         Act of 2002, Chief Executive Officer.


                                       10

<PAGE>




31.2     Certificate   of  John   Benson   pursuant   to  Section   302  of  the
         Sarbanes-Oxley Act of 2002, Chief Financial Officer .

32.2     Certificate of L.S. Smith pursuant to Section 906 of the Sarbanes-Oxley
         Act of 2002, Chief Executive Officer.

32.2     Certificate   of  John   Benson   pursuant   to  Section   906  of  the
         Sarbanes-Oxley Act of 2002, Chief Financial Officer.





Reports on Form 8-K :

         8-K dated July 30, 2004
         Item reported:

Acquisition or Disposition of Assets:

On July 28, 2004 DGSE COMPANIES,  INC. ("the Company") sold the goodwill,  trade
name and other  non-financial  assets of the Company's  wholly owned  subsidiary
Silverman  Consultants,  Inc.  involved in the business of  conducting  in-store
liquidation  for others.  These assets were  purchased by Silverman  Group,  LLC
("the  Buyer").  The Buyer is  unrelated  to the  Company  or to any  officer or
director  of the  Company.  The  Company's  cost  basis in the  assets  sold was
$314,000.  The  purchase  price for these  assets  is based on a  percentage  of
Silverman's  revenues  over the next five years to a maximum of $ 600,000  and a
minimum of $ 400,000 with $ 150,000 paid at closing and a note for the remaining
balance.






















                                       11

<PAGE>

                                   SIGNATURES


         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.

DGSE Companies, Inc.



<PAGE>



By:      /s/ L. S. Smith                    Dated: August 6, 2004
         -------------------------
         L. S. Smith
         Chairman of the Board,
         Chief Executive Officer and
         Secretary

         In accordance  with the Exchange Act, this report has been signed below
by the following  persons on behalf of the  Registrant and in the capacities and
on the date indicated.


By:      /s/ L. S. Smith                    Dated: August 6, 2004
         -------------------------
         L. S. Smith
         Chairman of the Board,
         Chief Executive Officer and
         Secretary


By:      /s/ W. H. Oyster                   Dated: August 6, 2004
         -------------------------
         W. H. Oyster
         Director, President and
         Chief Operating Officer


By:      /s/ John Benson                    Dated: August 6, 2004
         -------------------------
         John Benson
         Chief Financial Officer
         (Principal Accounting Officer)