UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

(Amendment No. 14)

DUCKWALL-ALCO STORES, INC.

(Name of issuer)

COMMON STOCK, PAR VALUE $.0001

(Title of class of securities)

264142100

(CUSIP number)

Leonard Chazen, Esq.

Covington & Burling LLP

620 Eighth Avenue

New York, New York 10018

(212) 841-1000

(Name, address and telephone number of person authorized to receive notices and communications)

October 29, 2010

(Date of event which requires filing of this statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e) or 240.13d-1(f) or 240.13d-1(g), check the following box  ¨

Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See 240.13d-7 for other parties to whom copies are to be sent.

CUSIP No 264142100
1	Name of reporting person I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Strongbow Capital, Ltd. None
2	Check the appropriate box if a member of a group (a)  ¨        (b)  x
3	SEC use only
4	Source of funds     WC
5	Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e)  ¨
6	Citizenship or place of organization     Cayman Islands, British West Indies
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     543,517
		9	Sole dispositive power     0
		10	Shared dispositive power     543,517
11	Aggregate amount beneficially owned by each reporting person     543,517
12	Check if the aggregate amount in Row (11) excludes certain shares   ¨
13	Percent of class represented by amount in Row (11)     14.2%
14	Type of reporting person     CO

CUSIP No 264142100
1	Name of reporting person I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Strongbow Capital Management, Ltd. None
2	Check the appropriate box if a member of a group (a)  ¨        (b)  x
3	SEC use only
4	Source of funds     AF
5	Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e)  ¨
6	Citizenship or place of organization     Cayman Islands, British West Indies
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power      543,517
		9	Sole dispositive power     0
		10	Shared dispositive power     543,517
11	Aggregate amount beneficially owned by each reporting person     543,517
12	Check box if the aggregate amount in Row (11) excludes certain shares  ¨
13	Percent of class represented by amount in Row (11)     14.2%
14	Type of reporting person     CO

CUSIP No 264142100
1	Name of reporting person I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Raymond A. D. French
2	Check the appropriate box if a member of a group (a)  ¨        (b)  x
3	SEC use only
4	Source of funds     00
5	Check if disclosure of legal proceedings is required pursuant to Item 2(d) or 2(e)  ¨
6	Citizenship or place of organization      Republic of Ireland
Number of shares beneficially owned by each reporting person with		7	Sole voting power     0
		8	Shared voting power     543,517
		9	Sole dispositive power     0
		10	Shared dispositive power     543,517
11	Aggregate amount beneficially owned by each reporting person     543,517
12	Check box if the aggregate amount in Row (11) excludes certain shares   ¨
13	Percent of class represented by amount in Row (11)     14.2%
14	Type of reporting person     IN

CUSIP No 264142100

This Amendment No. 14 to the Schedule 13D (the “Schedule 13D”), dated October 29, 2010, is filed with the U.S. Securities and Exchange Commission (the “SEC”) by Strongbow Capital, Ltd., Strongbow Capital Management, Ltd. and Raymond A. D. French.

Item 1. Security and Issuer

This Schedule 13D is filed with respect to the common stock $.0001 par value (“Common Stock”) of Duckwall-ALCO Stores, Inc., a Kansas corporation (“Duckwall” or the “Company”). The principal offices of Duckwall are located 401 Cottage Street, Abiline, KS 67410.

Item 2. Identity and Background

This Statement is filed on behalf of Strongbow Capital, Ltd., Strongbow Capital Management, Ltd. and Raymond A. D. French, who are referred to as the “Filing Parties”.

Items 2(a)-(c), (f)

I. Filing Parties

1. Strongbow Capital, Ltd. (“Strongbow”) is a limited liability company organized under the laws of the Cayman Islands, British West Indies with its principal office and business at 89 Nexus Way, Camana Bay, Grand Cayman KY1-9007. Strongbow is an investor in equity securities. Strongbow is managed by its Board of Directors.

2. Strongbow Capital Management, Ltd. (“SCM”) is a limited liability company organized under the laws of the Cayman Islands, British West Indies with its principal office and business at 89 Nexus Way, Camana Bay, Grand Cayman KY1-9007, Cayman Islands, British West Indies. SCM acts as an investment manager to Strongbow. SCM is the sole owner of the voting shares of Strongbow and is the controlling entity of Strongbow.

3. Raymond A. D. French is a citizen of the Republic of Ireland whose address is 19 The Elms, Lezayre Road, Ramsey, Isle of Man IM8 2TA, British Isles. Mr. French is a company director. Mr. French is Chairman of SCM and is the controlling person of SCM. Mr. French’s email address is: rayfrench@strongbow-capital.com

II. Executive Officers and Directors.

Strongbow has no executive officers. The names, present principal occupations and business addresses of the directors of Strongbow are set forth below.

Name	Occupation	Address	Citizenship
Raymond A. D. French	Company Director	19 The Elms Lezayre Road Ramsey, Isle of Man IM8 2TA British Isles	Irish
Estela G.C. French	Company Director	19 The Elms Lezayre Road Ramsey, Isle of Man IM8 2TA British Isles	Irish

Mr. French is the Chairman of SCM. The names, present principal occupations and business addresses of the directors of SCM are set forth below.

Name	Occupation	Address	Citizenship
Raymond A. D. French	Chairman	19 The Elms Lezayre Road Ramsey, Isle of Man IM8 2TA British Isles	Irish

Items 2(d). Criminal Proceedings

During the last five years, neither the Filing Parties (or a controlling entity thereof) nor any executive officer or director of the Filing Parties (or a controlling entity thereof) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

Item 2(e) Civil Securities Law Proceedings

During the last five years, neither the Filing Parties (or a controlling entity thereof) nor any executive officer or director of any of the Filing Parties (or a controlling entity thereof) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration.

No change from prior filing.

Item 4. Purpose of Transaction.

Item 4 is hereby amended by adding the following:

The investors in Strongbow Capital, Ltd. (“Strongbow”), are considering a series of transactions in which all the shares of Common Stock of Duckwall owned by Strongbow would be distributed to the investors in Strongbow based on their ownership of Strongbow capital stock. If approved by the Strongbow investors, the distribution is expected to occur prior to the end of 2010. At the time of the distribution, Strongbow, Strongbow Capital Management, Ltd. and Raymond A.D. French would cease to be beneficial owners of Duckwall Common Stock, and Mr. French intends to resign from the Duckwall board of directors at that time.

Item 5. Interest in Securities of the Issuer.

(a) The following table sets forth information with respect to the Common Stock beneficially owned by each Filing Party as of the close of business on October 28, 2010:

Name	Number of Shares		Approximate Percentage of Outstanding Shares1
Strongbow		543,517		14.2	%
SCM		543,517		14.2	%
Raymond A. D. French		543,517		14.2	%

(b) Strongbow has shared power to dispose or direct the disposition of 543,517 shares of Common Stock.

SCM has shared power to dispose or direct the disposition of 543,517 shares of Common Stock.

Raymond A. D. French has shared power to dispose or to direct the disposition of 543,517 shares of Common Stock.

(c) There have been no transactions with respect to the Shares during the past 60 days by the Filing Persons.

(d) In certain circumstances, SCM may have the right to receive a portion of the proceeds of the sale by Strongbow of greater than five percent of the shares of the class of Common Stock.

¹ Computed on the basis of 3,839,395 shares of Common Stock outstanding as of August 1, 2010 as specified in the Amendment to the Quarterly Report on Form 10-Q of the Company, filed with the SEC on September 24, 2010.

Item 6. Contracts, Arrangements, Understanding or Relationships with Respect to Securities of the Issuer.

Except as described in Item 4 above, there are no contracts, arrangements, understandings, or relationships between the Filing Parties, on the one hand, and any persons, on the other hand, with respect to any securities of the Company.

Item 7. Material to be filed as Exhibits.

None.

SIGNATURE

After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated: October 29, 2010

STRONGBOW CAPITAL, LTD.
By:	/S/    RAYMOND A. D. FRENCH
	Raymond A. D. French
	Director
STRONGBOW CAPITAL MANAGEMENT, LTD.
By:	/S/    RAYMOND A. D. FRENCH
	Raymond A. D. French
	Director
RAYMOND A. D. FRENCH
By:	/S/    RAYMOND A. D. FRENCH