DSI INDUSTRIES INC
10-Q/A, 1996-07-31
DRILLING OIL & GAS WELLS
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                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549



(Mark one)                          FORM 10-Q/A


    [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
              OF THE SECURITIES EXCHANGE ACT OF 1934


        For the Quarterly Period Ended February 29, 1996
                                
                               or


    [   ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                   THE SECURITIES EXCHANGE ACT OF 1934


          For the transition period from                 to           


                    Commission File Number 0-15784


                      DSI INDUSTRIES, INC.
     (Exact Name of Registrant as Specified in its Charter)



            Delaware                               13-3273041
       (State of Incorporation)                    (IRS Employer 
                                            Identification No.)

      5211 Brownfield Highway
               Suite 230                                     79407
          Lubbock, Texas                             (Zip Code)
   (Address of Principal Executive Offices)

Registrant's telephone number, including area code: (806) 785-8400


Former name, former address and former fiscal year, if changed since last
report: No Change

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 practicable date.

             Class                         Outstanding at March 29, 1996
Common stock, par value $.01 per share                  23,693,365 shares


                            PART II
                                
                       OTHER INFORMATION

Item 6.    Exhibits and Reports

           (A) Exhibits:

               27. Financial data schedule
























































                           SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                  
                      DSI INDUSTRIES, INC.


Dated: July 31, 1996    By: /s/ Sherman H. Norton, Jr.        
                          Sherman H. Norton, Jr.
                          Chairman, Chief Executive Officer and President

Dated: July 31, 1996    By: /s/ David W. Ridley               
                          David Ridley, Chief Financial Officer
                          (Principal Financial and Accounting Officer)

                                                                                

































<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Form 10-Q
for the quarterly period ended February 29, 1996 (Balance Sheet and Statement of
Operations) and is qualified in its entirety by reference to such Form 10-Q.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          NOV-30-1995
<PERIOD-END>                               FEB-29-1996
<CASH>                                         166,055
<SECURITIES>                                     4,607
<RECEIVABLES>                                2,041,531
<ALLOWANCES>                                    90,000
<INVENTORY>                                          0
<CURRENT-ASSETS>                             2,626,605
<PP&E>                                      11,847,915
<DEPRECIATION>                               4,453,164
<TOTAL-ASSETS>                              11,702,928
<CURRENT-LIABILITIES>                        9,610,021
<BONDS>                                              0
                                0
                                          0
<COMMON>                                       236,934
<OTHER-SE>                                   1,055,391
<TOTAL-LIABILITY-AND-EQUITY>                 1,292,325
<SALES>                                              0
<TOTAL-REVENUES>                             4,889,818
<CGS>                                                0
<TOTAL-COSTS>                                4,220,749
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              99,104
<INCOME-PRETAX>                               (20,369)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                           (20,369)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                  (20,369)
<EPS-PRIMARY>                                     0.00
<EPS-DILUTED>                                     0.00
        

</TABLE>


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