UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
            =======================================================
                                     FORM-8K

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

                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
                                NOVEMBER 23, 2004

                              DGSE Companies, Inc.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                                     NEVADA
                 (STATE OR OTHER JURISDICTION OF INCORPORATION)

          1-11048                                        88-0097334
(COMMISSION FILE NUMBER)                       (IRS EMPLOYER IDENTIFICATION NO.)
                                2817 FOREST LANE
                               DALLAS, TEXAS 75234
           (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE, INCLUDING ZIP CODE)

                                 (972) 484-3662
              (REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

            =======================================================
Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):

[_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[_] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))


================================================================================



ITEM 8.1 OTHER EVENTS

DGSE COMPANIES, INC. ANNOUNCES INITIAL ROLL-OUT OF ITS AMERICAN PAY DAY CENTERS;
INCREASED  PAWN LOAN  BALANCES BY ALMOST 125 PERCENT AT ITS TEXAS  LOCATIONS  IN
LAST FIVE MONTHS AND EXPANSION OF EXISTING TEXAS PHYSICAL LOCATIONS


DALLAS,  November  23 , 2004  DGSE  Companies,  Inc.  (Nasdaq:DGSE-News),  which
wholesales,  retails and auctions fine watches,  jewelry,  diamonds and precious
metal and rare coin products via traditional and Internet  channels,  and offers
consumer  loans  via pawn  stores  and soon to be  opened  Pay Day Loan  stores,
announced  that it has  received all  required  approvals  from the state of New
Mexico  and  will  begin  opening  Pay  Day  Loan  stores  there  starting  with
Albuquerque in the next 60 days.

The company  announced  that its' pawn loan balances have  increased  almost 125
percent in the last five  months.  In  addition,  the company has  expanded  the
physical size of the Carrolton,  Texas  national  Jewelry  Exchange  location by
almost 80 percent and its Dallas, Texas Superstore by almost one-third.

"We are pleased to have received all of the necessary approvals to begin opening
our first  American Pay Day Centers in New Mexico.  The Pay Day Loan business is
an exciting  opportunity for us to enter a new and profitable  business  segment
that  compliments  our existing pawn  operations.  With the opening of our first
location  in the next 60 days we will begin an  opportunistic  roll-out  of this
activity  with  additional  locations  in New  Mexico and other  states"  stated
William H. Oyster, President and Chief Operating Officer of DGSE Companies, Inc.
"Additionally,  we are extremely  pleased to see our pawn loans  increase in the
last five months.  This is the result of a restructuring of the activities under
the direct  supervision of Scott Williamson.  Our pawn loan and the Pay Day loan
businesses  are growth  segments  that in the periods ahead have the capacity to
add materially to our revenues and earnings.  Accelerating  growth in all of our
business  activities has required that we expand all of our Texas  facilities to
accommodate increased requirements."


DGSE Companies, Inc. wholesales and retails jewelry,  diamonds, fine watches and
precious  metal  bullion and rare coin  products to domestic  and  international
customers  via  traditional  and  Internet  channel.  DGSE also  owns  Fairchild
International,  Inc.,  one of  the  largest  vintage  watch  wholesalers  in the
country.  In  addition  to its retail  facilities,  the  Company  operates  live
Internet  auctions  that  can  be  accessed  at  www.dgse.com.  Real-time  price
quotations on over 250 precious  metals are provided on another DGSE web site at
www.usbullionexchange.com. Wholesale customers can access our full vintage watch
inventory through the restricted site at www.fairchildwatches.com.



The Company is headquartered in Dallas, Texas and its common stock trades on The
NASDAQ Stock Market(R) under the symbol "DGSE".

This press release  includes  statements  that may constitute  "forward-looking"
statements,  usually  containing  the  words  "believe",   "estimate","project",
"expect" or similar expressions.  These statements are made pursuant to the safe
harbor  provisions  of the  Private  Securities  Litigation  Reform Act of 1995.
Forward-looking statements inherently involve risks and uncertainties that could
cause actual results to differ materially from the  forward-looking  statements.
Factors that would cause or contribute to such differences  include, but are not
limited to, continued  acceptance of the Company's  products and services in the
marketplace, competitive factors, dependence upon third-party vendors, and other
risks detailed in the Company's  periodic report filings with the Securities and
Exchange Commission.  By making these  forward-looking  statements,  the Company
undertakes  no obligation  to update these  statements  for revisions or changes
after the date of this release.












                                   SIGNATURE

In accordance with section 13 and 15(d) of the Securities  Exchange Act of 1934,
the  Registrant  has dully  caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                            DGSE Companies, Inc.
                            /s/ John Benson
                            ------------------------------------
                            John Benson
                            Director and Chief Financial Officer

Dated: November 23, 2004