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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 3
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
1. Name and Address of Reporting Person
Dawson-Samberg Capital Management, Inc.
354 Pequot Avenue
Southport, CT 06490
2. Date of Event Requiring Statement (Month/Day/Year)
7/24/97
3. IRS Number of Reporting Person
(Voluntary)
4. Issuer Name and Ticker or Trading Symbol
Digital Generation Systems, Inc.
DGIT
5. Relationship of Reporting Person(s) to Issuer (Check all
applicable)
( ) Director ( ) 10% Owner ( ) Officer (give title
below) (X) Other
(specify below) (1)
6. If Amendment, Date of Original (Month/Day/Year)
8/4/97
7. Individual or Joint/Group Filing (Check Applicable Line)
(X) Form filed by One Reporting Person
( ) Form filed by More than One Reporting Person
Table I -- Non-Derivative Securities Beneficially Owned
1. Title of Security 2. Amount of 3. Ownership 4. Nature of Indirect
Securities Form: Beneficial Ownership
Beneficially Direct(D) or
Owned Indirect(I)
NOT APPLICABLE
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Table II -- Derivative Securities Beneficially Owned
<TABLE>
<S> <C> <C> <C> <C> <C>
1.Title of 2.Date Exer- 3.Title and Amount 4. Conver- 5. Ownership 6. Nature of
Derivative cisable and of Securities sion or Form of Indirect
Security Expiration Underlying Exercise Derivative Beneficial
Date Derivative Security Price of Security:
Ownership
(Month/Day/ --------------- Deri- Direct(D) or
Year) Title Amount or vative Indirect (I)
--------------- Number of Security
Date Expira- Shares
Exer- tion
cisable Date
Series A Immediately Common Shares, 1,026,311
Convertible No Par Value (2)
Preferred Stock
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Explanation of Responses:
(1) The reporting person is an investment adviser registered
under Section 203 of the Investment Advisers Act of 1940 and
has voting power and investment power with respect to
securities in its clients' accounts. An employee of the
reporting person is a member of the board of directors of the
issuer. The reporting person disclaims any obligation to
file this report, and this report shall not be deemed an
admission that the reporting person is subject to Section 16
with respect either to the issuer or such securities.
(2) The reporting person disclaims beneficial ownership of these
securities, and this report shall not be deemed an admission
that the reporting person is the beneficial owner of such
securities for purposes of Rule 16a-1(a)(1) or (a)(2) or for
any other purpose.
SIGNATURE OF REPORTING PERSON
Dawson-Samberg Capital Management, Inc.
By: /s/ Kevin E. O'Brien
___________________________
Kevin E. O'Brien
DATE
2
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December 10, 1997
3
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