10-K/A

                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549


(Mark one)                          FORM 10-K/A
    [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
              THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]


          For the fiscal year ended November 30, 1996
                               or
                                
    [   ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
              THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

          For the transition period from                 to           

                    Commission File Number 0-15784

                      DSI INDUSTRIES, INC.
         (formerly known as Diagnostic Sciences, 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

Securities Registered Pursuant to Section 12(b) of the Act:  None
                                
  Securities Registered Pursuant to Section 12(g) of the Act: 
             Common Stock, par value $.01 per share
                        (Title of Class)

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 by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.  Yes X No    

The aggregate market value of the voting stock held by non-affiliates of the
Registrant as of February 11, 1997:  Common stock, par value $.01 per share,
$10,930,210.  In making this computation, all shares known to be owned by
directors and executive officers of DSI Industries, Inc. (the "Company")and all
shares known to be owned by other persons holding in excess of 5% of the
Company's common stock have been deemed held by "affiliates" of the Company. 
Nothing herein shall prejudice the right of the Company or any such person to
deny that any such director, executive officer, or stockholder is an
"affiliate."

Common Stock outstanding as of February 11, 1997 was 22,810,269 shares.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K

   (c).  Exhibits required by Item 601 of Regulation S-K are as follows:
       
       27.  Financial data schedule






























































                           SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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: April 11, 1997   By:/s/Sherman H. Norton, Jr.
                        Sherman H. Norton, Jr.
                        Chairman, Chief Executive Officer and President

Dated: April 11, 1997   By:/s/David W. Ridley
                        David Ridley, Chief Financial Officer
                        (Principal Financial and Accounting Officer)

Dated: April 11, 1997   By:/s/Harvey Bayard
                        Harvey Bayard, Director

Dated: April 11, 1997   By:/s/Brian J. McDonald
                        Brian J. McDonald, Director

Dated: April 11, 1997   By:/s/Kenneth Levy
                        Kenneth Levy, Director

Dated: April 11, 1997   By:/s/S. Howard Norton, III
                        S. Howard Norton, III, Director

Dated: April 11, 1997   By:/s/Sherman H. Norton,Jr.
                        Sherman H. Norton, Jr., Director

Dated: April 11, 1997   By:/s/John W. Norton
                        John William Norton, Director

Dated: April 11, 1997   By:/s/Larry Adkins
                        Larry Adkins, Director

EX-27

 

<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from Form 10-K
for the fiscal year ended November 30, 1996 (Balance Sheet and Statement of
Operations) and is qualified in its entirety by reference to such Form 10-K.

       
                             
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          NOV-30-1996
<PERIOD-END>                               NOV-30-1996
<CASH>                                         774,226
<SECURITIES>                                     4,607
<RECEIVABLES>                                4,571,323
<ALLOWANCES>                                   278,053
<INVENTORY>                                          0
<CURRENT-ASSETS>                             6,423,115
<PP&E>                                      13,479,467
<DEPRECIATION>                               4,970,927
<TOTAL-ASSETS>                              16,472,973
<CURRENT-LIABILITIES>                        8,453,230
<BONDS>                                              0
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                       238,934
<OTHER-SE>                                   4,418,054
<TOTAL-LIABILITY-AND-EQUITY>                 4,656,988
<SALES>                                              0
<TOTAL-REVENUES>                            26,731,874
<CGS>                                                0
<TOTAL-COSTS>                               23,495,747
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             393,786
<INCOME-PRETAX>                                537,895
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            537,895
<DISCONTINUED>                               2,893,047
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 3,430,942
<EPS-PRIMARY>                                      .14
<EPS-DILUTED>                                      .14