<PAGE>

Exhibit 10.6

                              FORBEARANCE AGREEMENT

     THIS FORBEARANCE  AGREEMENT  ("Forbearance  Agreement") made as of this 6th
day of January,  2007, between SUPERIOR GALLERIES,  INC., a Delaware corporation
(the "Borrower") and STANFORD INTERNATIONAL BANK LTD., a company organized under
the laws of Antigua (the "Lender").

                              W I T N E S S E T H :

     WHEREAS,  pursuant to a Commercial Loan and Security  Agreement  originally
dated October 1, 2003, as amended as of March 29, 2005 and as further amended on
April 7, 2006,  Stanford  Financial Group Company  ("SFG") has provided  certain
credit facilities to Borrower (the "Loan Agreement").  On November 30, 2004, the
Lender was assigned all of SFG's right, title and interest in the Loan Agreement
and the promissory note issued thereunder.

     WHEREAS, pursuant to the Loan Agreement, Borrower has executed that certain
Commercial  Note  originally  dated  March 29, 2005 in the  principal  amount of
$10,850,000  (as the same now  exists or may  hereafter  be  amended,  restated,
replaced,  renewed, extended,  supplemented,  substituted or otherwise modified,
collectively, the "Note"); and

     WHEREAS, the Borrower hereby  acknowledges,  confirms and agrees that it is
in  default  of its  obligations  under the Loan  Agreement  and the Note and it
continues to be unable to perform its  obligations  thereunder,  which  defaults
continue  to exist  and  which  Lender  has  suffered  to exist  (the  "Existing
Defaults"), and as a result of the Existing Defaults, the Lender is entitled, as
of the date hereof, to exercise any and all of its rights and remedies under the
Loan  Agreement,  the Note,  applicable law or otherwise to realize upon certain
collateral (the  "Collateral")  and to collect the  obligations  owing to Lender
under the Loan Agreement and the Note; and

     WHEREAS,  in connection with the transactions  contemplated by that certain
Amended and Restated  Agreement and Plan of Merger and  Reorganization,  of even
date herewith,  by and among DGSE Companies,  Inc., a Nevada  corporation,  DGSE
Merger  Corp.,  a  Delaware  corporation,   the  Borrower  and  the  Lender,  as
stockholder agent (the "Merger Agreement"),  the Borrower has requested that the
Lender  forbear  for a limited  period of time from  exercising  its  rights and
remedies under the Loan Agreement and the Note; and

     WHEREAS, the Lender has advised the Borrower that the Lender will not waive
the Existing  Defaults  and desires to preserve the rights and remedies  arising
under  the  Loan  Agreement  and  the  Note as a  result  of the  existence  and
continuance of the Existing Defaults; and

     WHEREAS,  subject to the terms and conditions set forth herein,  Lender has
agreed to accommodate the request of the Borrower to forbear from exercising the
rights and  remedies of the Lender under the Loan  Agreement  and the Note for a
limited period of time.

<PAGE>

     NOW THEREFORE,  in consideration  of the mutual covenants  contained herein
and other good and valuable consideration,  the receipt and sufficiency of which
are  hereby  acknowledged,  the  parties  agree that the  foregoing  preliminary
statements are true and correct and further agree as follows:

                                    AGREEMENT
                                    ---------

     1. Recitals.  Each party hereto agrees that the foregoing recitals are true
and correct and are hereby incorporated herein by this reference.

     2. Acknowledgment of Outstanding Obligations. Borrower hereby acknowledges,
confirms and agrees that as of the date hereof,  the Borrower is indebted to the
Lender in the  aggregate  principal  amount of  $8,732,987.96,  plus accrued and
unpaid interest and plus all costs, fees,  commissions,  expenses and other sums
and  charges  due and owing to the  Lender  under the Note,  including,  without
limitation,  all costs and expenses  (including  attorneys'  fees and  expenses)
incurred  by Lender (all of the  foregoing  is  collectively  referred to as the
"Existing Debt"). The Borrower hereby acknowledges,  confirms and agrees that as
of the date hereof,  the  Existing  Debt is due and owing by the Borrower to the
Lender  without  offset,   defense  or  counterclaim  of  any  kind,  nature  or
description whatsoever.

     3. Binding Effect of Note. The Borrower hereby  acknowledges,  confirms and
agrees that: (a) the Loan Agreement,  the Note and each of the loan documents to
which  Borrower is a party has been duly  executed and  delivered to the Lender,
and is in full  force  and  effect  as of the date  hereof;  (b) the  covenants,
agreements and  obligations of Borrower  contained in or incurred under the Loan
Agreement,  the Note and each of the loan documents constitutes the legal, valid
and binding  obligations  of Borrower,  are  enforceable  against  Borrower,  in
accordance with the respective terms and conditions thereof, and Borrower has no
valid offset,  defense or counterclaim  to the enforcement of such  obligations;
and (c) Lender is and shall be  entitled to the rights,  remedies  and  benefits
provided  for in the Loan  Agreement,  the  Note and each of the loan  documents
pursuant  to  applicable  law,  subject  to the  terms  and  conditions  of this
Forbearance Agreement.

     4.  Acknowledgment  of Liens and Security  Interests.  The Borrower  hereby
ratifies  and  confirms  its grant to the Lender of the liens upon and  security
interests  in the  Collateral  (as such term is defined  in the Loan  Agreement)
heretofore  pledged,   granted  or  assigned  to  Lender  as  security  for  its
obligations under the Loan Agreement and the Note, and acknowledges and confirms
that such liens and security  interests  secure and shall continue to secure the
obligations of the Borrower to the Lender under the Loan Agreement and the Note.

     5. Release. In consideration of the agreement of the Lender to forbear from
exercising  its rights and  remedies  arising in  connection  with the  Existing
Defaults,  the Borrower  forever  releases and  discharges  the Lender,  and its
successors and assigns from any and all actions, causes of action, suits, debts,
dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants,
contracts, controversies,  agreements, promises, variances, trespasses, damages,
judgments, extents, executions, claims and demands whatsoever, in law or equity,
which the Borrower,  or any of its respective  successors or assigns,  ever had,
now or hereafter  can, shall or may, have for, upon, or by reason of any matter,


                                       2
<PAGE>

cause or thing  whatsoever,  against the Lender, to the date of this Forbearance
Agreement  arising under or in any way connected  with the Loan  Agreement,  the
Note or this Forbearance Agreement.

     6.  Preservation of Existing  Defaults.  The Borrower hereby  acknowledges,
confirms  and agrees that (a) the  Existing  Defaults  are  preserved  and shall
continue  to  exist  after  the  execution  and  delivery  of  this  Forbearance
Agreement;  and (b)  subject  to the  conditions  set forth in this  Forbearance
Agreement,  the  rights  and  remedies  of the  Lender  arising by reason of the
Existing Defaults are preserved in all respects without prejudice to the Lender.

     7. Forbearance.

         (a)  Each of the  Lender  and the  Borrower  agrees  that,  during  the
Forbearance  Period (as defined below),  the Lender will forbear from exercising
any of its rights and/or remedies arising by reason of the Existing  Defaults to
realize upon the Collateral,  or any part thereof, and/or to commence any action
against the  Borrower to collect the  obligations  owing by the  Borrower to the
Lender.  For the purposes of this Forbearance  Agreement,  the term "Forbearance
Period"  shall mean that period  commencing on the date hereof and ending on the
earlier to occur of (i) six months from the date that the Form S-4 is  initially
filed with the  Securities  and  Exchange  Commission  by DGSE  Companies,  Inc.
pursuant to the terms of the Merger Agreement,  and (ii) immediately upon notice
by Lender to the Borrower  following  the date of  occurrence  of an  Additional
Default (as defined below).

         (b) Upon the  termination of the Forbearance  Period,  the agreement of
the Lender to forbear shall  automatically  and without further action or notice
terminate and be of no further force or effect,  it being expressly  agreed that
the effect of such  termination of the Forbearance  Period will be to permit the
Lender,  without  notice,  demand or  advertisement  (all of which are expressly
waived by the Borrower),  to exercise its rights and remedies  arising by reason
of the Existing  Defaults or applicable  law with respect to the  Collateral and
the obligations  owing by the Borrower,  all without further notice,  passage of
time or forbearance of any kind, or nature.

         (c) In addition to the  foregoing  agreements,  during the  Forbearance
Period and provided no Additional  Default has occurred,  the Lender shall:  (i)
continue to make  advances  under the Loan  Agreement  (subject to the terms and
conditions  thereof);  (ii) not demand any repayment of principal under the Loan
Agreement or the Note; and (iii) continue to charge the Borrower interest on the
outstanding  principal  amount  under  the  Loan  Agreement  at the  non-default
interest rate set forth therein.

     8. Additional Defaults; Remedies.

         (a) The occurrence of any one or more of the following shall constitute
an "Additional Default" under this Forbearance Agreement:

             (i) the breach of any  representations,  warranties,  covenants  or
agreements contained in this Forbearance Agreement;


                                       3
<PAGE>

             (ii)  the  occurrence  of an  additional  default  under  the  Loan
Agreement,  the  Note  and each of the  loan  documents,  other  than any of the
Existing Events of Default; or

         (b)  Upon the  occurrence  of any  Additional  Default  hereunder,  and
notwithstanding   anything  to  the  contrary   contained  in  this  Forbearance
Agreement,  the  Lender  may  thereupon,  and at any time and from  time to time
thereafter,  in full or in part, exercise any and all of its rights and remedies
under this Forbearance Agreement,  the Loan Agreement,  the Note, applicable law
or  otherwise,  all of which  rights and  remedies  shall be  non-exclusive  and
cumulative and  exercisable  in whatever  order or manner as the Lender,  in its
sole discretion, may deem appropriate.

     9. General Provisions.

         (a) Upon the  request of the Lender,  the  Borrower  shall  execute and
deliver to Lender,  or cause to be executed and delivered,  all such  additional
documents,  instruments and agreements as the Lender, may determine, in its sole
discretion,  is necessary or desirable to effectuate  the purposes and intent of
this Forbearance Agreement.

         (b) This  Forbearance  Agreement shall be binding upon the Borrower and
its successors and assigns.

         (c) The  validity  of this  Forbearance  Agreement,  its  construction,
interpretation  and enforcement,  shall be determined under and according to the
laws of the  State of  Florida,  without  any  reference  to its  principles  of
conflicts of law.

         (d) THE BORROWER HEREBY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION
OR PROCEEDING UNDER, ARISING OUT OF OR RELATED TO THIS FORBEARANCE AGREEMENT.

         (e) The  unenforceability  or invalidity of any one or more  provisions
hereof shall not render any other provisions  herein contained  unenforceable or
invalid.

         (f) This Forbearance  Agreement sets forth the entire  understanding of
the parties with respect to the matters set forth herein and supersedes in their
entirety any and all understandings and agreements,  whether written or oral, of
the  parties  with  respect to the  foregoing.  Except as  expressly  amended or
otherwise modified hereby (including,  without  limitation,  the preservation of
the Existing Defaults), the Loan Agreement and the Note remain in full force and
effect in accordance with their  respective  terms and provisions as of the date
hereof,  except that, in the event of any conflict between any term or provision
of this Forbearance Agreement and any term or provision of the Loan Agreement or
the Note,  the term or provision of this  Forbearance  Agreement  shall control.
This  Forbearance  Agreement  cannot be changed,  modified,  amended,  waived or
terminated  in any  respect,  except  by a writing  executed  by the party to be
charged.


                                       4
<PAGE>

         (g)  This  Forbearance  Agreement  may  be  executed  in  one  or  more
counterparts,  each of which shall  constitute but one and the same  Forbearance
Agreement.

         (h) Executed copies of this  Forbearance  Agreement may be delivered by
facsimile transmission or other electronic means.


                      [Signatures Begin on Following Page]















                                       5
<PAGE>

     IN WITNESS WHEREOF,  the parties hereto have duly executed this Forbearance
Agreement as of the date first written above.

                                                Superior Galleries, Inc.


                                                By: /s/ Silvano DiGenova
                                                   -----------------------------
                                                   Silvano DiGenova
                                                   Chief Executive Officer


                                                Stanford International Bank Ltd.



                                                By: /s/ James M. Davis
                                                   -----------------------------
                                                   James M. Davis
                                                   Chief Financial Officer















                                       6