UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
DBS INDUSTRIES, INC.
(Name of Issuer)
Common Stock, $0.0004 par value
(Title of Class of Securities)
233041300
(CUSIP Number)
August 28, 1998
(Date of Event which Requires
Filing of this Statement)
*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).
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CUSIP No. 233041300 SCHEDULE 13G Page 2 of 7
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 2,500,000
NUMBER OF
SHARES 6 Shared Voting Power -0-
BENEFICIALLY
OWNED BY EACH 7 Sole Dispositive Power 2,500,000
REPORTING
PERSON WITH 8 Shared Dispositive Power -0-
9 Aggregate Amount Beneficially Owned By Each Reporting 2,500,000
Person
10 Check Box If The Aggregate Amount In Row (9) Excludes []
Certain Shares*
11 Percent Of Class Represented By Amount In Row 9 25.2%
12 Type Of Reporting Person* IN
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CUSIP No. 233041300 SCHEDULE 13G Page 3 of 7
1 Name of Reporting Person ASTORIA CAPITAL MANAGEMENT, INC.
IRS Identification No. of Above 94-3143169
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 California
5 Sole Voting Power 2,500,000
NUMBER OF
SHARES 6 Shared Voting Power -0-
BENEFICIALLY
OWNED BY EACH 7 Sole Dispositive Power 2,500,000
REPORTING
PERSON WITH 8 Shared Dispositive Power -0-
9 Aggregate Amount Beneficially Owned by Each Reporting 2,500,000
Person
10 Check Box if the Aggregate Amount in Row (9) Excludes []
Certain Shares*
11 Percent of Class Represented by Amount in Row 9 25.2%
12 Type of Reporting Person* CO,IA
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CUSIP No. 233041300 SCHEDULE 13G Page 4 of 7
Item 1(a). Name of Issuer.
DBS Industries, Inc. (the "Issuer").
Item 1(b). Address of Issuer's Principal Executive Offices.
100 Shoreline Highway, Suite 190A, Mill Valley,
California 94941.
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 6600 SW 92nd Avenue, Suite 370,
Portland, OR 97223.
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, $0.0004 par value ("Common Stock").
Item 2(e). CUSIP Number.
233041300
Item 3. If this statement is filed pursuant to Sections
240.13d-1(b) or 240.13d-2(b) or (c), check whether the
person filing is a:
(a) [ ] Broker or dealer registered under section 15 of
the Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in section 3(a)(6) of the Act
(15 U.S.C. 78c).
(c) [ ] Insurance company as defined in section
3(a)(19) of the Act (15 U.S.C. 78c).
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CUSIP No. 233041300 SCHEDULE 13G Page 5 of 7
(d) [ ] Investment company registered under section 8
of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [X] An investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E) (with respect to Astoria Capital
Management, Inc. only);
(f) [ ] An employee benefit plan or endowment fund in
accordance with Section 240.13d-1(b)(1)(ii)(F);
(g) [X] A parent holding company or control person in
accordance with Section 240.13d-1b)(1)(ii)(G)(with respect to
Richard W. Koe only)
(h) [ ] A savings associations as defined in Section
3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) [ ] A church plan that is excluded from the
definition of an investment company under section 3(c)(14) of the
Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with Section
240.13d-1(b)(1)(ii)(J).
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.
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 13 G pursuant to
separate arrangements whereby it acts as investment adviser to
certain persons, including Astoria Capital Partners, L.P. and
MicroCap Partners, L.P. 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
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CUSIP No. 233041300 SCHEDULE 13G Page 6 of 7
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 on page two (2) of this Schedule 13G pursuant to
his ownership interests in Astoria Capital Management, Inc. and
Astoria Capital Partners, L.P.
Item 7. Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on by the
Parent Holding Company.
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 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 its 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.
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CUSIP No. 233041300 SCHEDULE 13G Page 7 of 7
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: December 9, 1998.
RICHARD W. KOE
/s/RICHARD W. KOE
________________________________
Richard W. Koe
DATED: December 9, 1998.
ASTORIA CAPITAL MANAGEMENT, INC.
/s/RICHARD W. KOE
_________________________________
By: Richard W. Koe
Its: President
