UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
EATERIES, INC.
(Name of Issuer)
Common Stock, $.002 par value
(Title of Class of Securities)
277851-10-1
(CUSIP Number)
*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).
-1-<PAGE>
CUSIP No. 277851-10-1 SCHEDULE 13G Page 2 of 6
1 Name Of Reporting Person RICHARD W. KOE
IRS Identification No. Of Above Person ###-##-####
2 Check The Appropriate Box If A Member Of A Group (a) [ ]
N/A
(b) [ ]
3 SEC USE ONLY
4 Citizenship Or Place Of Organization
United States
5 Sole Voting Power
612,700
NUMBER OF
6 Shared Voting Power SHARES
BENEFICIALLY
-0- OWNED BY EACH
REPORTING
7 Sole Dispositive Power PERSON WITH
612,700
8 Shared Dispositive Power
-0-
9 Aggregate Amount Beneficially Owned By Each Reporting Person
612,700
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
15.9%
12 Type Of Reporting Person*
IN<PAGE>
CUSIP No. 277851-10-1 SCHEDULE 13G Page 3 of 6
1 Name Of Reporting Person ASTORIA CAPITAL MANAGEMENT, INC.
IRS Identification No. Of Above Person 94-3143169
2 Check The Appropriate Box If A Member Of A Group (a) [ ]
N/A (b) [ ]
3 SEC USE ONLY
4 Citizenship Or Place Of Organization
California
5 Sole Voting Power
612,700
NUMBER OF
6 Shared Voting Power SHARES
BENEFICIALLY
-0- OWNED BY EACH
REPORTING 7 Sole Dispositive Power
PERSON WITH
612,700
8 Shared Dispositive Power
-0-
9 Aggregate Amount Beneficially Owned By Each Reporting Person
612,700
10 Check Box If The Aggregate Amount In Row (9) Excludes Certain
Shares* [ ]
11 Percent Of Class Represented By Amount In Row 9
15.9%
12 Type Of Reporting Person*
CO,IA<PAGE>
CUSIP No. 277851-10-0 13G Page 4 of 6 Pages
Item 1(a). Name of Issuer.
Eateries, Inc. (the "Issuer").
Item 1(b). Address of Issuer's Principal Executive
Offices.
3240 W. Britton Rd., Ste. 202, Oklahoma City,
OK 73120.
Item 2(a). Names of Persons Filing.
Richard W. Koe and Astoria Capital Management,
Inc.
Item 2(b). Address of Principal Business Office or, if
none, Residence.
The business address of Astoria Capital
Management, Inc. and Richard W. Koe is 735 Second Avenue, San
Francisco, California 94118.
Item 2(c). Citizenship.
Astoria Capital Management, Inc. is a
California corporation and Richard W. Koe is a United States
citizen.
Item 2(d). Title of Class of Securities.
Common Stock, $.002 par value ("Common
Stock").
Item 2(e). CUSIP Number.
277851-10-1
Item 3. Type of Reporting Person.
Astoria Capital Management, Inc. is an
investment advisor registered under Section 203 of the
Investment Advisors Act of 1940. Richard W. Koe is Astoria
Capital Management, Inc.'s president and sole shareholder.
Item 4. Ownership.
Reference is hereby made to Items 5-9 and 11
of pages two (2) and three (3) of this Schedule 13G, which
Items are incorporated by reference herein.<PAGE>
CUSIP No. 277851-10-0 13G Page 5 of 6 Pages
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More Than Five Percent on Behalf of
Another Person.
Astoria Capital Management, Inc. is deemed to
be the beneficial owner of the number of securities reflected
in Items 5-9 and 11 of page three (3) of this Schedule 13G
pursuant to separate arrangements whereby it acts as
investment adviser to certain persons. Each person for whom
Astoria Capital Management, Inc. acts as investment adviser
has the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, the
Common Stock purchased or held pursuant to such arrangements.
Richard W. Koe is deemed to be the beneficial owner of the
number of securities reflected in Items 5-9 and 11 of page
two (2) of this Schedule 13G pursuant to his ownership
interest in Astoria Capital Management, Inc.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by
the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the
Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below, each of the undersigned
certifies that, to the best of his knowledge and belief, the
securities referred to above were acquired in the ordinary
course of business and were not acquired for the purpose of
and do not have the effect of changing or influencing the
control of the issuer of such securities and were not
acquired in connection with or as a participant in any
transaction having such purposes or effect.<PAGE>
CUSIP No. 277851-10-0 13G Page 6 of 6 Pages
Signature
After reasonable inquiry and to the best of my
knowledge and belief, the undersigned certifies that the
information set forth in this statement is true, complete and
correct.
DATED: February 14, 1997.
RICHARD W. KOE
/s/ Richard W. Koe
__________________________________
By: Richard W. Koe
DATED: February 14, 1997.
ASTORIA CAPITAL MANAGEMENT, INC.
/s/ Richard W. Koe
__________________________________
By: Richard W. Koe
Its: President<PAGE>