DBS HOLDINGS INC
SC 13D, 2001-01-02
BLANK CHECKS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934

                               (Amendment No. ___)

                               DBS Holdings, Inc.
                               ------------------
                                (Name of Issuer)

                         Common Stock, $0.001 par value
                         ------------------------------
                         (Title of Class of Securities)

                                   24021M-10-6
                                 --------------
                                 (CUSIP Number)

                                Kevin J. Kinnear
                        Ducker, Montgomery & Lewis, P.C.
                            1500 Broadway, Suite 1500
                             Denver, Colorado 80202
                                 (303) 861-2828
            --------------------------------------------------------
            (Name, Address and Telephone Number of Person Authorized
                     to Receive Notices and Communications)

                                December 22, 2000
             -------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

If the filing person has previously  filed a statement on Schedule 13D to report
the  acquisition  that is the subject of this  Schedule  13D, and is filing this
schedule  because of Rule  13d01(e),  13d-1(f) or 13d-1(g),  check the following
box. [ ]

NOTE:  Schedules  filed in paper format shall include a signed original and five
copies of the schedule,  including all  exhibits.  See Rule  240.13d-7 for other
parties to whom copies are to be sent.

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for any  subsequent  amendment  containing  information  which  would  alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).

                               Page 1 of 25 Pages


<PAGE>

CUSIP NO.: 24021M-10-6                 13D                    Page 2 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Daniel Steunenberg

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            1,000,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       1,000,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     1,000,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       9.2%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                    Page 3 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Eli Stratulat

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            725,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       725,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     725,000(1)
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       6.6%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
(1)  Does not include an additional  125,000 shares  beneficially owned that are
     not a part of the transaction to which this statement relates.

<PAGE>

CUSIP NO.: 24021M-10-6                 13D                    Page 4 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   David Steunenberg

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            625,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       625,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     625,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       5.7%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>


CUSIP NO.: 24021M-10-6                 13D                    Page 5 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Madalene Stanley

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            800,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       800,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     800,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       7.3%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>


CUSIP NO.: 24021M-10-6                 13D                    Page 6 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Ken Paul

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            800,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       800,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     800,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       7.3%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>


CUSIP NO.: 24021M-10-6                 13D                    Page 7 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Nelson Stratulet

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            750,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       750,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     750,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       6.9%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                    Page 8 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Andy Mooney

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            750,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       750,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     750,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       6.9%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                    Page 9 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Jim Nickel

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            750,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       750,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     750,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       6.9%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 10 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Alex Basic

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            500,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       500,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     500,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       4.6%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 11 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Irene Hurtubise

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            800,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       800,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     800,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       7.3%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 12 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Gordon Stanley

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            700,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       700,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     700,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       6.4%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 13 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Irma Paul

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            800,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       800,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     800,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       7.3%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    IN
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 14 of 25 Pages

1  NAME OF REPORTING PERSON
   I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

   Chansu Financial, Inc.

--------------------------------------------------------------------------------
2  CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
   (See Instructions)
   (a) [ ]
   (b) [X]
--------------------------------------------------------------------------------
3  SEC USE ONLY

--------------------------------------------------------------------------------
4  USE SOURCE OF FUNDS (See Instructions)
   00
--------------------------------------------------------------------------------
5  CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d)
   or 2(e)   [  ]
--------------------------------------------------------------------------------
6  CITIZENSHIP OR PLACE OF ORGANIZATION
   Canada
--------------------------------------------------------------------------------
               7   SOLE VOTING POWER:            750,000
   NUMBER OF   -----------------------------------------------------------------
    SHARES
 BENEFICIALLY  8   SHARED VOTING POWER:          0
   OWNED BY    -----------------------------------------------------------------
     EACH
   REPORTING   9   SOLE DISPOSITIVE POWER:       750,000
    PERSON     -----------------------------------------------------------------
     WITH
               10  SHARED DISPOSITIVE POWER:     0
--------------------------------------------------------------------------------
11  AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     750,000
--------------------------------------------------------------------------------
12  CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
    (See Instructions)   [  ]
--------------------------------------------------------------------------------
13  PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
       6.9%
--------------------------------------------------------------------------------
14  TYPE OF REPORTING PERSON (See Instructions)
    CO
--------------------------------------------------------------------------------
<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 15 of 25 Pages

ITEM 1.  SECURITY AND ISSUER

This  statement  relates  to the common  stock,  $0.001 par value per share (the
"Common Stock"),of DBS Holdings,  Inc., a Nevada corporation (the "Issuer"). The
Issuer's  principal  executive  offices are located at 1898  Peardonville  Road,
Abbotsford, B.C., Canada, V4X 2M4.

ITEM 2.  IDENTITY AND BACKGROUND

The persons filing this statement are Daniel Steunenberg,  Eli Stratulat,  David
Steunenberg,  Madalene Stanley,  Ken Paul, Nelson  Stratulat,  Andy Mooney,  Jim
Nickel,  Alex Basic,  Irene  Hurtubise,  Gordon  Stanley,  Irma Paul, and Chansu
Financial, Inc. (collectively, the "Reporting Persons").

     Daniel  Steunenberg is a citizen of Canada whose business address is A-1898
     Peardonville Road, Abbotsford,  B.C., Canada, V4X 2M4. Mr. Steunenberg is a
     self-employed businessperson whose principal business is investing.

     Eli Stratulat is a citizen of Canada whose  business  address is 21029 36th
     Avenue,  Langley,  B.C.,  Canada V3A 8N5. Mr.  Stratulat is a self-employed
     businessperson whose principal business is investing.

     David  Steunenberg is a citizen of Canada whose business  address is B-1898
     Peardonville Road, Abbotsford,  B.C., Canada, V4X 1C4. Mr. Steunenberg is a
     self-employed  businessperson  whose  principal  business is  drafting  and
     engineering.

     Madalene  Stanley is a citizen of Canada  whose  address is 208 - 31930 Old
     Yale Road, Abbotsford,  B.C., Canada, V2T 2C7. Ms. Stanley works at home as
     a homemaker.

     Ken Paul is a citizen of Canada whose business  address is 3222  Clearbrook
     Road,  Abbotsford,  B.C.,  Canada  V2T  4N7.  Mr.  Paul is a  self-employed
     businessperson whose principal business is advertising sales.

     Nelson Stratulat is a citizen of Canada whose business address is 31556 Old
     Yale  Road,  Abbotsford,   B.C.,  Canada,  V2T  2B3.  Mr.  Stratulat  is  a
     self-employed businessperson whose principal business is construction.

     Andy Mooney is a citizen of Canada  whose  business  address is 5510 Miller
     Road,  Richmond,  B.C., Canada V7B 1K4. Mr. Mooney is a pilot with Canadian
     Airlines, whose principal business is airline transportation.

     Jim Nickel is a citizen of Canada whose business address is 1640 Ross Road.
     Mr. Nickel is a self-employed  businessperson  whose principal  business is
     construction.

     Alex Basic is a citizen of Canada  whose  business  address is 1407 Georgia
     Street E., Vancouver,  B.C.,  Canada, V5L 2A9. Mr. Basic is a draftsman for
     Geo.  Third  &  Son   Fabrication,   whose  principal   business  is  steel
     fabrication.

     Irene  Hurtubise  is a citizen of Canada  whose  business  address is 12930
     203rd  Street,  Maple  Ridge,  B.C.,  Canada V2X 4N2.  Ms.  Hurtubise is an
     agricultural technician for Pelton Reforestation,  whose principal business
     is forest seedling nursery.

<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 16 of 25 Pages


     Gordon Stanley is a citizen of Canada whose business  address is #2000, 777
     Hornby Street, Vancouver,  B.C., Canada V6Z 1S4. Mr. Stanley is an Investor
     Relations employee of International Wex Technologies, Inc., whose principal
     business is the research,  development,  and distribution of pharmaceutical
     products.

     Irma Paul is a citizen of Canada whose  business  address is 33071  Railway
     Ave.,  Mission,  B.C.,  Canada V2V 1E2.  Ms. Paul is a  counselor  of Union
     Gospel Mission whose principal business is humanitarian relief and outreach
     programs.

     Chansu Financial,  Inc. information was unavailable at the time this filing
     was due; this information will be included in an amendment to Schedule 13D.

During the last five years, none of the Reporting Persons have:

(a)  been convicted in a criminal  proceeding  (excluding  traffic violations or
     similar misdemeanors); or

(b)  been a party to a civil  proceeding  or  administrative  body of  competent
     jurisdiction  as a result of which  it/he is or was  subject to a judgment,
     decree or final order  enjoining  future  violations  of, or prohibiting or
     mandating  activities  subject  to,  federal  or state  securities  laws or
     finding any violation with respect to such laws.

ITEM 3.  SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

Not applicable; since the Reporting Persons are disposing of the securities that
are the subject of this Schedule 13D by granting options for the purchase of the
securities  as described in Items 4 and 6, below,  they do not have  information
regarding the source of funds used by the  purchasers in this  transaction.  The
total  amount of  consideration  paid to the  Reporting  Persons for the options
granted was $100,000. Each of the Reporting Persons funded each of their earlier
purchases  of the Issuer's  Common  Stock with  personal  funds,  except  Chansu
Financial, Inc., which funded its earlier purchases of the Issuer's Common Stock
with working capital.  None of the funds used by any of the Reporting Persons to
purchase the Common Stock consisted of funds or other consideration  borrowed or
otherwise obtained for the purpose of acquiring,  holding, trading or voting the
shares of common stock.

ITEM 4.  PURPOSE OF TRANSACTION

The Reporting  Persons have granted  options,  pursuant to that Option Agreement
described  in Item  6,  below,  to the  Purchasers  that,  if  exercised  by the
termination  date, will result in the transfer from the Reporting Persons to the
Purchasers  of 9,750,000  shares,  or 89.3% of the  outstanding  shares,  of the
Issuer's Common Stock.

Each of the  Reporting  Persons may make further  purchases of the shares of the
Issuer's  Common  Stock  from time to time and may  dispose of any or all of the
shares of Common Stock held by it/him at any time.  Except as  described  above,
none of the Reporting  Persons has any current  plans or proposals  which relate
to, or could result in, any of the matters referred to in paragraphs (a) through
(j), inclusive,  of the instructions to Item 4 of Schedule 13D. However, each of
the Reporting  Persons intend to continuously  review its/his  investment in the
Issuer, and may, at any time and from time to time, review or reconsider its/his
position and  formulate  plans or proposals  that relate to, might result in, or
have the purpose or effect of changing or influencing  control of the Issuer, or
that  relate to or would  result in any of the other  events  enumerated  in the
instructions to Item 4 of Schedule 13D.

<PAGE>


CUSIP NO.: 24021M-10-6                 13D                   Page 17 of 25 Pages

ITEM 5.  INTEREST IN SECURITIES OF THE ISSUER.

(a)  Daniel  Steunenberg may be deemed to  beneficially  own, and has granted an
     option for the sale of, in the aggregate, 1,000,000 shares, or 9.2%, of the
     Issuer's Common Stock.

     Eli Stratulat may be deemed to beneficially  own, and has granted an option
     for the sale of, in the aggregate,  725,000 shares,or 6.6%, of the Issuer's
     Common Stock.

     David  Steunenberg  may be deemed to  beneficially  own, and has granted an
     option for the sale of, in the aggregate,  625,000 shares,  or 5.7%, of the
     Issuer's Common Stock.

     Madalene  Stanley  may be deemed to  beneficially  own,  and has granted an
     option for the sale of, in the aggregate,  800,000 shares,  or 7.3%, of the
     Issuer's Common Stock.

     Ken Paul may be deemed to  beneficially  own, and has granted an option for
     the sale of, in the  aggregate,  800,000  shares,  or 7.3%, of the Issuer's
     Common Stock.

     Nelson  Stratulat  may be deemed to  beneficially  own,  and has granted an
     option for the sale of, in the aggregate,  750,000 shares,  or 6.9%, of the
     Issuer's Common Stock.

     Andy Mooney may be deemed to  beneficially  own,  and has granted an option
     for the sale of, in the aggregate, 750,000 shares, or 6.9%, of the Issuer's
     Common Stock.

     Jim Nickel may be deemed to beneficially own, and has granted an option for
     the sale of, in the  aggregate,  750,000  shares,  or 6.9%, of the Issuer's
     Common Stock.

     Alex Basic may be deemed to beneficially own, and has granted an option for
     the sale of, in the  aggregate,  500,000  shares,  or 4.6%, of the Issuer's
     Common Stock.

     Irene  Hurtubise  may be deemed to  beneficially  own,  and has  granted an
     option for the sale of, in the aggregate,  800,000 shares,  or 7.3%, of the
     Issuer's Common Stock.

     Gordon Stanley may be deemed to beneficially own, and has granted an option
     for the sale of, in the aggregate, 700,000 shares, or 6.4%, of the Issuer's
     Common Stock.

     Irma Paul may be deemed to beneficially  own, and has granted an option for
     the sale of, in the  aggregate,  800,000  shares,  or 7.3%, of the Issuer's
     Common Stock.

     Chansu  Financial,  Inc. may be deemed to beneficially own, and has granted
     an option for the sale of, in the aggregate,  750,000  shares,  or 6.9%, of
     the Issuer's Common Stock.


(b)  Daniel Steunenberg has sole voting and dispositive power over all 1,000,000
     shares of the Issuer's Common Stock owned by him.

     Eli Stratulat has sole voting and dispositive power over all 725,000 shares
     of the Issuer's Common Stock owned by him.

     David  Steunenberg has sole voting and  dispositive  power over all 625,000
     shares of the Issuer's Common Stock owned by him.


<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 18 of 25 Pages

     Madalene  Stanley  has sole voting and  dispositive  power over all 800,000
     shares of the Issuer's Common Stock owned by her.

     Ken Paul has sole voting and  dispositive  power over all 800,000 shares of
     the Issuer's Common Stock owned by him.

     Nelson  Stratulat  has sole voting and  dispositive  power over all 750,000
     shares of the Issuer's Common Stock owned by him.

     Andy Mooney has sole voting and  dispositive  power over all 750,000 shares
     of the Issuer's Common Stock owned by him.

     Jim Nickel has sole voting and dispositive power over all 750,000 shares of
     the Issuer's Common Stock owned by him.

     Alex Basic has sole voting and dispositive power over all 500,000 shares of
     the Issuer's Common Stock owned by him.

     Irene  Hurtubise  has sole  voting and  dispositive  power over all 800,000
     shares of the Issuer's Common Stock owned by her.

     Gordon  Stanley  has sole  voting and  dispositive  power over all  700,000
     shares of the Issuer's Common Stock owned by him.

     Irma Paul has sole voting and dispositive  power over all 800,000 shares of
     the Issuer's Common Stock owned by her.

     Chansu  Financial,  Inc.  has sole  voting and  dispositive  power over all
     750,000 shares of the Issuer's Common Stock owned by it.

(c)  Except  for the  granting  of the  options  that  are the  subject  of this
     Schedule  13D,  none of the  Reporting  Persons  have been  involved in any
     transactions  related to the shares of the  Issuer's  common stock owned by
     the Reporting Persons that were effected in the past sixty (60) days.

(d)  No other  person  is known to have the  right to  receive  or the  power to
     direct the receipt of dividends  from, or the proceeds  from the sale,  the
     shares of Common Stock that are the subject of this Schedule 13D.

ITEM 6.  CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
         TO SECURITIES OF THE ISSUER.

The Reporting  Persons have entered into that certain  Option  Agreement,  dated
December 22, 2000, by and between the Reporting Persons and a group of investors
represented  by  Heath  Ellingham  and  certain  shareholders  of  M-I  Vascular
Innovations,  Inc.  (together,  the  "Purchasers"),  which  Option  Agreement is
attached hereto as Exhibit 1. Pursuant to that Option  Agreement,  the Reporting
Persons have granted to the Purchasers  options to acquire  9,750,000 shares, or
89.3%, of Issuer's  Common Stock  beneficially  owned by the Reporting  Persons.
These options may be exercised by the Purchasers at any time on or after January
1,  2000,  but shall  terminate  at the end of the day on March 31,  2001 if not
exercised by that time.

<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 19 of 25 Pages


Pursuant to Rule 13d-1(k),  the Reporting Persons have entered into an agreement
to the joint filing of this  statement and any  amendment or amendments  hereto,
which is attached hereto as Exhibit 2 and is incorporated herein by reference.

Except as described herein, there are no contracts, arrangements, understandings
or  relationships  (legal or otherwise) among the persons named in Item 2 hereof
and between such persons and any person with  respect to any  securities  of the
Issuer,  including,  but  not  limited  to,  transfer  or  voting  of any  other
securities,  finder's fees, joint ventures, loan or option arrangements, puts or
calls,  guarantees  of profits,  division  of profits or loss,  or the giving or
withholding of proxies.

ITEM 7.  MATERIAL TO BE FILED AS EXHIBITS.

There is filed  herewith  as  Exhibit  1 a  written  agreement  relating  to the
granting of the options  described in Items 4 and 6, above.  There also is filed
herewith as Exhibit 2 a written  agreement  relating to joint filing as required
by Rule 13d-1(k).

                                    SIGNATURE

     After  reasonable  inquiry  and to the  best of  each of the  undersigned's
knowledge and belief,  the undersigned  certifies that the information set forth
in this statement is true, complete and correct.


Dated: January 2, 2001                    /s/ Daniel Steunenberg
                                          --------------------------------------
                                          Daniel Steunenberg
                                          Attorney-in-fact for Reporting Persons





<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 20 of 25 Pages


                                    EXHIBIT 1

                          AMENDMENT TO OPTION AGREEMENT
                               DBS HOLDINGS, INC.



         This Amendment to Option Agreement,  effective as of December 22, 2000,
amends the  following  terms and  conditions  under which  certain  shareholders
listed on Exhibit A to the Option  Agreement  ("Shareholders")  of DBS Holdings,
Inc. (the "Corporation"),  have agreed with a diversified group of investors and
certain  shareholders of M-I Vascular  Innovations  Inc. ("M-I") (such investors
and M-I shareholders being referred herein collectively as "Purchasers") to sell
to the Purchasers  shares of the Corporation  owned by such  Shareholders on the
basis set forth in the Option Agreement, as amended herein:

A.   Subsection  (b) of Section 2 of the Option  Agreement is hereby  amended to
     read as follows:

     2.  Term and Exercise.
         -----------------

         (b) The Option may be exercised at any time on or after January 1, 2001
and prior to termination of the Option in the aggregate only in full,  i.e. only
as to all 9,750,000 Shares subject to the Option. Subject to the foregoing,  the
Purchasers  may exercise the Option in any  proportions  as they may agree among
themselves.  Absent such agreement, each Purchaser shall be entitled to exercise
such Purchaser's Pro Rata Share of the Option.

     B.   All  other  terms  and  conditions  of  the  Option  Agreement  remain
          unchanged, and are hereby affirmed and ratified.

Done this 29th day of December, 2000.

SHAREHOLDERS:                           PURCHASERS:



By:  /s/ Daniel Steunenberg             By:  /s/ Heath Ellingham
     ------------------------------          -----------------------------------
     Daniel Steunenberg                      Heath Ellingham, Authorized Agent
     Attorney-in-fact



<PAGE>

CUSIP NO.: 24021M-10-6                13D                    Page 21 of 25 Pages

                                OPTION AGREEMENT
                               DBS HOLDINGS, INC.

     This Option  Agreement will set forth the terms and conditions  under which
certain  shareholders  listed on  Exhibit  A  attached  ("Shareholders")  of DBS
Holdings,  Inc. (the  "Corporation"),  have agreed with a  diversified  group of
investors and certain  shareholders  of M-I Vascular  Innovations  Inc.  ("M-I")
(such  investors and M-I  shareholders  being referred  herein  collectively  as
"Purchasers") to sell to the Purchasers  shares of the Corporation owned by such
Shareholders on the basis set forth below:


     1.   Grant of Option.
          ---------------

         (a) Each of the Purchasers shall have the option (the  "Option"),on the
basis of the ratio of the Purchaser's contribution to the Exercise Price defined
below ( "Pro Rata Share"),  subject to the terms and conditions  hereinafter set
forth, to purchase such  Purchaser's Pro Rata Share of an aggregate of 9,750,000
shares of the Common Stock (the "Common  Stock") of the  Corporation  and shall,
immediately upon the exercise of the Option by the Purchasers,  and the issuance
of shares pursuant  thereto,  represent eighty nine and thirty hundreths percent
(89.30%)(undiluted)  of the total  issued and  outstanding  Common  Stock of the
Corporation (the "Shares").  The Purchasers agree to pay $100,000 for the Option
immediately  after  execution  of  this  Option  Agreement  by  the  Purchaser's
Representative and Daniel Steunenberg as  attorney-in-fact  for the Shareholders
(the "Option Price") and delivery of the certificates representing the Shares to
Richard F.Mauro P.C. in acceptable form for transfer to the Purchasers.

         (b) Pending exercise of this Option, the certificates  representing the
Shares,  each duly endorsed for transfer with  signature  medallion  guaranteed,
will be held in escrow by  Richard  F. Mauro  P.C.,  counsel to the  diversified
group of investors (as to approximately  4,250,000  shares) and Scott Reed Esq.,
counsel to the M-I investors (as to approximately  5,500,000 shares),  as escrow
agents, and will be delivered for transfer to Purchasers upon exercise,  if any,
of this Option.  If this Option is not exercised or terminates,  the shares will
be delivered to the Shareholders'  attorney for return to each  Shareholder.  If
any  dispute  shall  arise  between the  parties  with  respect to these  escrow
provisions,   the  escrow  agents  are  authorized  to,  and  shall,  place  the
certificates  representing  the Shares in the  custody  of the  Denver  District
Court,  Denver,  Colorado in an interpleader  action,  which Court,  the parties
agree,  shall have exclusive  jurisdiction  to resolve the dispute.  The parties
agree,  jointly and  severally to indemnify  and hold harmless the escrow agents
from  any and  all  costs,  expenses,  damages  and  liabilities  of any  nature
(including  reasonable  attorneys fees) incurred in their acting as escrow agent
hereunder.

     2.  Term and Exercise.
         -----------------

         (a) If not earlier  exercised,  the Option shall terminate and be of no
further effect on March 31, 2001.

         (b) The Option may be exercised at any time prior to termination of the
Option in the  aggregate  only in full,  i.e.  only as to all  9,750,000  Shares
subject to the Option. Subject to the foregoing, the Purchasers may exercise the
Option  in any  proportions  as they may agree  among  themselves.  Absent  such
agreement,  each Purchaser  shall be entitled to exercise such  Purchaser's  Pro
Rata Share of the Option.

         (c)  Purchasers   shall  exercise  this  Option  by  payment  of  their
respective  Pro Rata Shares of the  Exercise  Price in cash,  bank check or wire
transfer  delivered to the trust account of legal counsel to the Shareholders or
such other duly authorized agent of the Shareholders.

         (d) Upon  exercise of the Option as set forth above,  the escrow agents
will release the Shares to their respective  clients according to their client's
instructions.

<PAGE>

CUSIP NO.: 24021M-10-6                13D                    Page 22 of 25 Pages


     3.  Exercise Price.
         --------------

         The  Exercise  Price at which the Shares of the Common  Stock  shall be
purchased  upon the exercise of this Option  shall be $400,000 in the  aggregate
for the 9,750,000 Shares to be purchased  hereunder,  payable $100,000 by credit
of the Option Price  against the  Exercise  Price and the balance of $300,000 in
cash,  bank  check  or by  wire  transfer  delivered  as set  forth  above.  All
references  to Dollars or $ in this Option  Agreement  shall mean United  States
Dollars.

     4.  Prohibition of Certain  Events.
         -------------------------------

         Anything   contained   in  this  Option   Agreement   to  the  contrary
notwithstanding, the Shareholders agree, and shall use their best efforts during
the Option  term  (including  not voting  for and voting  against)  to cause the
Corporation not to: (a) merge or consolidate into, any other corporation  (other
than a merger in which the Corporation is the surviving corporation);  (b) enter
into any share  exchange;  (c)  enter  into any  agreement  to  transfer  all or
substantially all of the assets of the Corporation;  (d) dissolve,  liquidate or
wind up the Corporation; (e) issue, or agree to issue, any shares of its capital
stock or rights to  acquire  such  shares  (except  upon  exercise  of  warrants
described in paragraph 6 (a) (ii); (f) incur any debt out of the ordinary course
of business; or (g) enter into any new business or suffer any material change in
its financial  condition or business;  provided however,  the above restrictions
shall  not  apply  to  any  transaction  between  any of  the  Corporation,  the
Shareholders, the Purchasers and M-I Vascular Inc or to any transaction approved
in writing by Purchasers.

     5.  Transferability.
         ---------------

         This Option may be assigned, pledged,  hypothecated,  sold or otherwise
transferred or encumbered by a Purchaser without restriction.

     6.  Representations and Warranties.
         ------------------------------

         a.   Shareholders represent and warrant, jointly, as follows:

              i. Corporation is, and until termination of this Option will be, a
corporation duly organized, validly existing and in good standing under the laws
of the State of Nevada.  Corporation has, and will have, the power and authority
to own,  lease and operate its  properties  and to conduct its  business as such
business is now being conducted by  Corporation.  A complete and correct copy of
the  Articles of  Incorporation,  as amended,  and the  Bylaws,  as amended,  of
Corporation, have been delivered to Purchasers.

              ii. Corporation is authorized to issue 20,000,000 shares of Common
Stock.  Corporation has validly issued, and has outstanding 10,918,500 shares of
Common Stock all of which are fully paid and  non-assessable.  In addition,  the
Corporation has issued and  outstanding  warrants to purchase an aggregate of up
to 166,000 shares of Common Stock,  exercisable at an exercise price of $.10 per
share,  all of which  warrants  expire on or before May 1, 2001.  Upon issuance,
sale, transfer and delivery of the Shares to Purchasers, assuming no exercise of
such  warrants,  the Shares and another  1,168,500  shares of the  Corporation's
Common Stock  currently  issued and  outstanding,  will,  constitute  all of the
issued and outstanding capital stock of Corporation.  Other than as set forth in
this   paragraph,   there  are  no  outstanding   rights,   options,   warrants,
subscriptions,  contracts  or other form of  interests  to purchase  the capital
stock of the Corporation.

              iii.  When sold,  transferred  and  delivered to  Purchasers  upon
payment  of the  Exercise  Price  therefor,  the  Shares  will be fully paid and
non-assessable,  free  and  clear of all  mortgages,  pledges,  liens,  security
interests and  encumbrances  and are not subject to any  restrictions or holding
periods,  except that shares of "affiliates" will be deemed  "restricted"  under
United States securities laws.

              iv.  Corporation  has  filed  with  the  Securities  and  Exchange
Commission   ("SEC")  all   registration   statements,   financial   statements,
applications,   reports,  schedules,  forms,  proxy  statements  and  all  other
instruments,  documents and written  information  (collectively  "SEC  Filings")
required to have been filed by Corporation  under the Securities Act of 1933 and

<PAGE>

CUSIP NO.: 24021M-10-6                13D                    Page 23 of 25 Pages


the  Securities  and  Exchange  Act  of  1934.  At the  date  hereof  and  until
termination of this Option,  none of the SEC Filings contains,  or will contain,
any untrue  statement  of a  material  fact,  or omits,  or will omit to state a
material fact necessary in order to make the statements  contained  therein,  in
light  of the  circumstances  in which  they  were  made,  not  misleading.  The
Corporation  is listed and called for  trading on the NASD's  OTCBB,  is in good
standing  and the  Shareholders  shall use their best  efforts to maintain  such
listing during the Option term.

              v.  Since the date of the last Form  10-QSB,  there has not been a
material adverse change in the business,  assets,  financial  condition or legal
condition of the Corporation.

         b.   Each Shareholder severally  represents  and warrants that (i) such
Shareholder  has duly  authorized  the  execution,  sealing and delivery of this
Option and the transactions hereby contemplated,  and no action, confirmation or
ratification  by the  shareholders  of the  Corporation  or by any other person,
entity or governmental authority is required in connection therewith,  (ii) such
Shareholder  has the power and  authority  to  execute,  seal and  deliver  this
Option, to consummate the transactions hereby contemplated and to take all other
actions required to be taken by it pursuant to the provisions hereof, (iii) this
Option  Agreement is valid and binding upon the  Shareholders in accordance with
its terms, (iv) no writ, injunction,  decree, law, rule or regulation applicable
to Corporation or such Shareholder has been issued, and (v) such Shareholder has
had access to all  material  information  concerning  this  transaction  and the
Purchaser he deems necessary,  and further,  he has disclosed all material facts
concerning this transaction and any related agreements to other Shareholders and
Purchasers.

         c.   Each Purchaser warrants and represents as follows:

              i. He has duly  authorized  the  execution of this Option by Heath
Ellingham as his representative, and the transactions hereby contemplated;

              ii. No action, confirmation or ratification by the Purchaser or by
any other  person,  entity or  governmental  authority is required in connection
therewith;

              iii. Each Purchaser has the power and authority to enter into this
Option and to consummate the  transactions  hereby  contemplated and to take all
other actions required to be taken by him pursuant to the provisions hereto;

              iv.  Each  Purchaser  has taken  all  actions  required  by law or
otherwise, to authorize the this Option;

              v. This Option  Agreement is valid and binding  upon  Purchaser in
accordance with its terms; and

              vi. Neither the execution,  sealing and delivery of this Agreement
nor the  consummation  of said  transactions  will  constitute  any violation or
breach any order, writ,  injunction,  decree, law, rule or regulation applicable
to such Purchaser.

              vii. Each Purchaser is an  "accredited  Purchaser" as that term is
defined by the SEC in Regulation D or is a Regulation S qualified  purchaser and
is fully accredited under the laws of his domicile.  Each Purchaser shall comply
with applicable United States  securities laws,  including any required Schedule
13D filings with the SEC.

     7.  No Broker.
         ---------

         No party is, and until  termination  of this Option will not be, liable
or obligated to pay any finder's,  agent's or broker's fee or commission arising
out of or in connection  with this Option or the  transactions  contemplated  by
this Option.

<PAGE>

CUSIP NO.: 24021M-10-6                13D                    Page 24 of 25 Pages


     8.  Binding Agreement.
         -----------------

         The  parties  intend  this Option  Agreement  to be valid,  binding and
effective upon due execution hereof. This Option Agreement is separately binding
on each of the  Purchasers  who act  independently  and are  entering  into this
Agreement collectively for mere convenience.

     9.  Governing Law.
         -------------

         This Option  Agreement  shall be governed by and construed and enforced
in accordance with the laws of the State of Colorado.

     10. Successors and Assigns.
         ----------------------

         All of the  provisions of this Option  Agreement  shall be binding upon
the parties and their  respective  successors and assigns.  This Option shall be
freely  assignable  by  Purchasers,  in  whole or in part,  upon  notice  to the
Shareholders' attorney-in-fact.

     11. Amendment.
         ---------

         This Option Agreement  contains the full and complete agreement between
the parties hereto.  This Option  Agreement may be amended only by an instrument
in writing executed, sealed and delivered by the parties.

     12. Third Parties.
         -------------

         Nothing  expressed  or implied in this Option  Agreement is intended or
shall be construed to confer or give any person or entity other than the parties
hereto any rights or remedies under or by reason of this Option Agreement.

     13. Counterparts.
         ------------

         This   Option   Agreement   may  be  executed   simultaneously   or  in
counterparts,  each of which shall be deemed to be an original, but all of which
shall constitute one and the same instrument.  A telefaxed copy of an originally
signed document shall be deemed an original.

     14. Counsel and Filings.
         -------------------

         Each of the Purchasers and Shareholders acknowledge that they have been
instructed to retain separate  counsel and have done so. They  acknowledge  that
the  counsel  referred  to above  have been  retained  for the  convenience  and
efficiency of the parties and that each of the parties hereto act separately and
are separately responsible for filings which may be required.

SHAREHOLDERS:                           PURCHASERS:


By:  /s/ Daniel Steunenberg             By:  /s/ Heath Ellingham
     ------------------------------          -----------------------------------
     Daniel Steunenberg                      Heath Ellingham, Authorized Agent
     Attorney-in-fact


ACKNOWLEDGED AND AGREED:
ESCROW AGENTS:

/s/ Richard F. Mauro
---------------------------
Richard F. Mauro


---------------------------

<PAGE>

CUSIP NO.: 24021M-10-6                 13D                   Page 25 of 25 Pages


                                    EXHIBIT 2

                             JOINT FILING AGREEMENT
                            PURSUANT TO RULE 13d-1(k)
                                     OF THE
                       SECURITIES AND EXCHANGE ACT OF 1934


         Daniel Steunenberg, Eli Stratulat, David Steunenberg, Madalene Stanley,
Ken  Paul,  Nelson  Stratulat,  Andy  Mooney,  Jim  Nickel,  Alex  Basic,  Irene
Hurtubise,  Gordon Stanley,  Irma Paul, and Chansu Financial,  Inc., each hereby
agrees  that this  Schedule  13D filed  herewith,  and any  amendments  thereto,
relating to the ownership of shares of Common Stock, $0.001 par value per share,
of DBS Holdings, Inc. is filed jointly on behalf of such persons.

Dated: January 2, 2001


                                          /s/ Daniel Steunenberg
                                          --------------------------------------
                                          Daniel Steunenberg
                                          Attorney-in-fact for Reporting Persons


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