WARRANT For the Purchase of Common Stock

                                                                     Exhibit 2.4

NEITHER THIS WARRANT NOR THE WARRANT SHARES (AS   HEREINAFTER   DEFINED) HAVE BEEN
REGISTERED   UNDER THE   SECURITIES   ACT OF 1933,   AS AMENDED (THE "ACT"),   OR THE
SECURITIES   LAWS OF ANY STATE.   THIS WARRANT AND THE WARRANT SHARES MAY BE SOLD,
OFFERED   FOR   SALE,   PLEDGED,   HYPOTHECATED   OR   OTHERWISE   TRANSFERRED   ONLY IN
COMPLIANCE   WITH THE ACT AND SUCH LAWS.   THIS LEGEND SHALL BE ENDORSED   UPON ANY
WARRANT ISSUED IN EXCHANGE FOR THIS WARRANT.



                                                                Warrant No. ____

                                     WARRANT
                       For the Purchase of Common Stock of
                              DGSE COMPANIES, INC.
                              a Nevada corporation

         VOID AFTER 5:00 P.M., EASTERN STANDARD TIME, ON ________, 2014.


_________ Shares                                                  _________, 2007


     FOR VALUE RECEIVED,   DGSE COMPANIES,   INC., a Nevada corporation   (together
with   its    successors,    the    "Company"),    hereby    certifies   that   STANFORD
INTERNATIONAL BANK LTD. (the "Holder") is entitled, subject to the provisions of
this Warrant,   to purchase from the Company up to   ___________   shares of common
stock (the "Common Shares"),   par value $0.01 per share ("Common Stock"), of the
Company,   at an initial   exercise   price equal to $______ per Common   Share (the
"Exercise   Price"),   during the period commencing   ________,   2007 (the "Date of
Issuance") and expiring at 5:00 P.M.,   Eastern Standard time, on ________,   2014
(the "Expiration Date").

     The   number   of Common   Shares to be   received   upon the   exercise   of this
Warrant may be adjusted from time to time as hereinafter   set forth.   The Common
Shares   deliverable   upon such exercise,   or the   entitlement   thereto upon such
exercise,   and as so   adjusted   from   time to time,   are   hereinafter   sometimes
referred to as "Warrant   Shares".   The   warrants   issued on the same date hereof
bearing the same terms and   conditions   as this   Warrant   shall be   collectively
referred to as the "Warrants".

     The Holder agrees with the Company that this Warrant is issued, and all the
rights   hereunder shall be held subject to, all of the   conditions,   limitations
and provisions set forth herein.

     1.    EXERCISE OF WARRANT

         (a)   By   Payment   of   Cash.   This   Warrant   may   be   exercised   by   its
presentation   and   surrender   to the   Company at its   principal   office (or such
office or agency of the   Company   as it may   designate   in writing to the Holder
hereof),   commencing on the Date of Issuance and expiring at 5:00 P.M.,   Eastern
Standard time, on the Expiration   Date, with the Warrant   Exercise Form attached
hereto duly completed and executed and accompanied by payment (either in cash or
by certified or official bank check or by wire transfer, payable to the order of
the   Company) of the Exercise   Price for the number of shares   specified in such
form.


                                       -1-
<PAGE>

     The Company   agrees that the Holder hereof shall be deemed the record owner
of such   Common   Shares as of the close of   business   on the date on which   this
Warrant   shall have been   presented   and payment made for such Common   Shares as
aforesaid whether or not the Company or its transfer agent is open for business.
Certificates for the Common Shares so purchased shall be delivered to the Holder
hereof   within a   reasonable   time,   not   exceeding   15 days,   after the   rights
represented by this Warrant shall have been so exercised. If this Warrant should
be exercised in part only, the Company shall, upon surrender of this Warrant for
cancellation,   execute and deliver a new   Warrant of like tenor   evidencing   the
rights of the Holder   hereof to purchase   the balance of the shares   purchasable
hereunder as soon as reasonably practicable.

     Notwithstanding   anything to the contrary set forth above, each exercise of
this   Warrant   shall cover at least the lesser of (i) 10,000   Common   Shares (as
adjusted for stock splits, stock dividends, combinations and the like), and (ii)
the total number of Common Shares then subject to the Warrant.

         (b)   Cashless   Exercise.   In lieu of the   payment   method   set forth in
Section 1(a) above,   if the Common Stock is then traded or listed on a Principal
Market (as defined below),   the Holder may elect to exchange all or some of this
Warrant for the Common   Shares   equal to the value of the amount of this Warrant
being   exchanged on the date of exchange.   If the Holder elects to exchange this
Warrant as provided in this Section 1(b), the Holder shall tender to the Company
this Warrant for the amount   being   exchanged,   along with the Warrant   Exercise
Form   attached   hereto duly   completed   and   executed   indicating   the   Holder's
election to exchange some or all of this Warrant, and the Company shall issue to
the Holder the number of Common Shares computed using the following formula:


                                    X =      Y x (A - B)
                                         ----------------
                                                A
                         
     Where:    X =     The number of Common Shares to be issued to the Holder.

                     Y =    The number of Common Shares for which this Warrant is
                           being exercised (as adjusted to
                           the date of such calculation).
                          
                     A =    The Market Price (as defined below) of one Common
                           Share.                         
                          
                     B =    The Exercise Price (as adjusted to the date of
                           such calculation).              

     The Warrant   exchange shall take place on the date specified in the form of
notice or if the date the notice is   received   by the   Company is later than the
date specified in the notice, on the date the notice is received by the Company.

     As used herein, the term "Market Price" at any date shall be the arithmetic
mean of the last   reported   sale price or closing price for the most recent five
consecutive   Trading Days ending on such date (or, if such date is not a Trading
Day, the next preceding Trading Day) on which trading occurred on such Principal
Market in the Common   Stock;   the term   "Trading Day" means any day other than a
Saturday or a Sunday on which the Company's Principal Market is open for trading
in equity   securities;   and the term "Principal Market" means the Nasdaq Capital
Market,   the New York Stock   Exchange,   the Nasdaq Global   Market,   the American
Stock Exchange, the OTC Bulletin Board or any other national securities exchange
registered   under Section 6 of the   Securities   Exchange Act of 1934, as amended
(the "Exchange Act"),   whichever is at the time the principal   trading exchange,
market or inter-dealer or automated quotation system for the Common Stock.


                                      -2-
<PAGE>

         (c) "Easy Sale"   Exercise.   In lieu of the payment   method set forth in
Section 1(a) above, when permitted by law and applicable   regulations (including
rules of the Nasdaq and National   Association of Securities   Dealers   ("NASD")),
the Holder may pay the aggregate   Exercise Price (the "Exercise Amount") through
a "same day sale"   commitment from the Holder (and if applicable a broker-dealer
that is a member of the NASD (an "NASD Dealer")), whereby the Holder irrevocably
elects to exercise this Warrant and to sell a portion of the shares so purchased
to pay the Exercise   Amount and the Holder (or, if applicable,   the NASD Dealer)
commits   upon sale (or, in the case of the NASD   Dealer,   upon   receipt) of such
shares to forward the Exercise Amount directly to the Company.

     2. COVENANTS BY THE COMPANY

     The Company covenants and agrees as follows:

         (a)   Reservation   of Shares.   During the period within which the rights
represented by this Warrant may be exercised,   the Company shall,   at all times,
reserve and keep available out of its authorized   capital stock,   solely for the
purposes of issuance upon   exercise of this   Warrant,   such number of its Common
Shares as shall be issuable   upon the exercise of this   Warrant.   If at any time
the number of   authorized   Common   Shares shall not be   sufficient to effect the
exercise of this Warrant,   the Company will take such corporate action as may be
necessary to increase its authorized   but unissued   Common Shares to such number
of shares as shall be   sufficient   for such   purpose.   The   Company   shall   have
analogous   obligations with respect to any other securities or property issuable
upon exercise of this Warrant.

         (b) Valid   Issuance,   etc.   All Common   Shares which may be issued upon
exercise of the rights represented by this Warrant included herein will be, upon
payment in full thereof,   validly issued,   fully paid,   non-assessable   and free
from all liens of the Company.

         (c) Taxes.   All original issue taxes payable in respect of the issuance
of Common   Shares upon the   exercise of the rights   represented   by this Warrant
shall be borne by the Company,   but in no event shall the Company be responsible
or liable for income   taxes or transfer   taxes upon the   issuance or transfer of
this Warrant or the Warrant Shares. The Company shall not be required to pay any
tax or other charge   imposed in   connection   with any   transfer   involved in the
issuance of any certificate for Common Shares in any name other than that of the
Holder of this   Warrant,   and in such case the Company   shall not be required to
issue or   deliver   any stock   certificate   or   security   until such tax or other
charge has been paid, or it has been   established   to the   Company's   reasonable
satisfaction that no tax or other charge is due.

         (d)   Fractional   Shares.   The   Company   shall not be   required to issue
certificates   representing fractions of Common Shares. In lieu of any fractional
interests,   the Company   shall make a cash payment   equal to the Exercise   Price
multiplied by such fraction.

     3.    EXCHANGE OR ASSIGNMENT OF WARRANT

     This Warrant is exchangeable, without expense, at the option of the Holder,
upon presentation and surrender hereof to the Company for other warrants of like
tenor but   different   denominations,   entitling   the Holder to   purchase   in the
aggregate the same number of Common Shares then purchasable   hereunder.   Subject
to the provisions of this Warrant and the receipt by the Company of any required
representations   and   agreements,   upon surrender of this Warrant to the Company
with the Warrant   Assignment Form annexed hereto duly completed and executed and
funds sufficient to pay any transfer tax or charge,   the Company shall,   without
additional charge, execute and deliver a new warrant in the name of the assignee
named in such   instrument   of   assignment   and this   Warrant   shall   promptly be
canceled. In the event of a partial assignment of this Warrant, the new warrants


                                      -3-
<PAGE>

issued to the assignee and the Holder shall in the aggregate be exercisable   for
the same   number of Common   Shares as the   number of Common   Shares   purchasable
under this Warrant at the time of the partial assignment.

     4.    RIGHTS OF THE HOLDER

     The Holder shall not, by virtue hereof,   be entitled to any voting or other
rights of a   stockholder   of the   Company,   either at law or in equity,   and the
rights of the Holder are limited to those expressed in this Warrant.

     5.    ADJUSTMENT OF EXERCISE PRICE

          (a) Common Stock Dividends; Common Stock Splits;   Reclassification.   If
the   Company,   at any time while this   Warrant is   outstanding,   shall (a) pay a
stock dividend on its Common Stock, (b) split or subdivide outstanding shares of
Common   Stock into a larger   number of shares (or   reverse   split or combine the
outstanding shares of Common Stock into a smaller number of shares) or (c) issue
by reclassification of shares of Common Stock any shares of capital stock of the
Company,   then (i) the Exercise   Price shall be   multiplied   by a fraction,   the
numerator   of which   shall be the number of shares of Common   Stock   outstanding
prior to such event and the   denominator   of which shall be the number of shares
of Common   Stock   outstanding   after such event and (ii) the number of shares of
the Warrant   Shares shall be   multiplied   by a fraction,   the numerator of which
shall be the number of shares of Common Stock outstanding immediately after such
event and the denominator of which shall be the number of shares of Common Stock
outstanding   immediately   prior to such event.   Any adjustment   made pursuant to
this Section 5(a) shall become effective   immediately   after the record date for
the   determination   of   stockholders    entitled   to   receive   such   dividend   or
distribution or, in the case of a subdivision or re-classification, shall become
effective immediately after the effective date thereof.

         (b) Rights; Options;   Warrants or Other Securities.   If the Company, at
any time while   this   Warrant is   outstanding,   shall fix a record   date for the
issuance of rights, options,   warrants or other securities to all the holders of
its Common   Stock   entitling   them to   subscribe   for or   purchase,   convert to,
exchange for or otherwise acquire shares of Common Stock for no consideration or
at a price per share less than the Exercise   Price,   the Exercise Price shall be
multiplied   by a fraction,   the numerator of which shall be the number of shares
of Common Stock outstanding   immediately prior to such issuance or sale plus the
number of shares of Common Stock which the aggregate   consideration   received by
the Company (including the exercise price paid for Convertible Securities) would
purchase at the Exercise Price, and the denominator of which shall be the number
of shares of Common Stock   outstanding   immediately   prior to such issuance date
plus the number of additional   shares of Common Stock offered for   subscription,
purchase,   conversion,   exchange   or   acquisition,   as the   case   may   be.   Such
adjustment   shall be made   whenever   such   rights,   options,   warrants   or other
securities are issued,   and shall become effective   immediately after the record
date for the   determination   of   stockholders   entitled to receive   such rights,
options, warrants or other securities.

         (c) Subscription Rights. If the Company, at any time while this Warrant
is outstanding,   shall fix a record date for the   distribution to holders of its
Common   Stock,   evidence   of its   indebtedness   or   assets or   rights,   options,
warrants or other security (excluding those referred to in Sections 5(a) or 5(b)
above and   excluding   Excluded   Securities)   entitling   them to subscribe for or
purchase,   convert to, exchange for or otherwise   acquire any security,   then in
each such case the Exercise   Price at which this   Warrant   shall   thereafter   be
exercisable   shall be determined   by   multiplying   the Exercise   Price in effect
immediately   prior to such   record date by a fraction,   the   numerator   of which
shall be the   per-share   Market   Price on such   record   date   less the then fair
market   value at such   record   date of the portion of such assets or evidence of
indebtedness so distributed   applicable to one outstanding share of Common Stock


                                       -4-
<PAGE>

as determined by the Board of Directors in good faith,   and the   denominator   of
which shall be the per-share Market Price as of such record date.

         (d) Rounding.   All   calculations   under this Section 5 shall be made to
the nearest 1/10th of a cent or the nearest   l/100th of a share, as the case may
be.

         (e) Notice of   Adjustment.   Whenever   the   Exercise   Price is   adjusted
pursuant to this Section 5, the Company shall   promptly   deliver to the Holder a
notice setting forth the Exercise Price after such   adjustment and setting forth
a brief statement of the facts requiring such   adjustment.   Such notice shall be
signed by the chairman,   chief executive   officer,   chief   operating   officer or
chief financial officer of the Company.

         (f)   Treasury   Shares.   For   purposes of this   Section 5, the number of
shares of Common Stock   outstanding   at any given time shall not include   shares
owned or held by or for the account of the Company,   and the   disposition of any
shares so owned or held shall be   considered an issue or sale of Common Stock by
the Company.

         (g) Change of Control;   Compulsory   Share Exchange.   In case of (A) any
Change of Control   Transaction   (as defined below) or (B) any   compulsory   share
exchange   pursuant to which the Common Stock is converted into other securities,
cash or property (each, an "Event"),   lawful   provision shall be made (which may
be conditioned   upon the surrender and exchange of this Warrant for a warrant of
like   tenor,   subject to such   adjustments   as may be   reasonably   necessary   to
account for the applicable transaction,   including proportionate   adjustments to
the   Exercise   Price) so that the   Holder   shall   have the right   thereafter   to
exercise   this   Warrant   for   shares   of stock and   other   securities,   cash and
property   receivable   upon or   deemed   to be held by   holders   of   Common   Stock
following   such   Event,   and the   Holder   shall be   entitled   upon such Event to
receive   upon   exercise   hereof   such   amount   of   shares   of   stock   and   other
securities,   cash or property   as the shares of the Common   Stock of the Company
into which this   Warrant   could have been   exercised   immediately   prior to such
Event   (without   taking into   account any   limitations   or   restrictions   on the
exercisability of this Warrant) would have been entitled.   The terms of any such
Event shall include such terms so as to continue to give to the Holder the right
to receive the securities,   cash or property set forth in this Section 5(g) upon
any exercise or redemption   following   such Event,   and, in the case of an Event
specified in clause (A) above,   the   successor   corporation   or other entity (if
other   than   the   Company)   resulting   from   such    reorganization,    merger   or
consolidation,   or the person acquiring the properties and assets, or such other
controlling corporation or entity as may be appropriate,   shall expressly assume
the   obligation   to deliver the   securities   or other assets which the Holder is
entitled   to   receive   hereunder.   The   provisions   of this   Section   5(g) shall
similarly apply to successive Events.   "Change of Control Transaction" means the
occurrence   of any (i)   merger   or   consolidation   of the   Company   with or into
another entity, unless the holders of the Company's securities immediately prior
to such   transaction or series of transactions   continue to hold at least 50% of
such securities following such transaction or series of transactions,   or (ii) a
sale, conveyance,   lease, transfer or disposition of all or substantially all of
the assets of the Company in one or a series of related transactions.

         (h) Issuances   Below Exercise   Price.   Subject to the last paragraph of
this   Section   5(h),   if   the   Company,   at   any   time   while   this   Warrant   is
outstanding:

             (i)   issues or sells,   or is   deemed   to have   issued or sold,   any
Common Stock (other than any Excluded Securities (as defined below));

             (ii) in any manner   grants,   issues or sells any   rights,   options,
warrants,   options to subscribe for or to purchase   Common Stock or any stock or
other   securities   convertible into or exchangeable for Common Stock (other than
any Excluded   Securities) (such rights,   options or warrants being herein called


                                      -5-
<PAGE>

"Options" and such convertible or exchangeable   stock or securities being herein
called "Convertible   Securities") or reprices of any of the Company's issued and
outstanding Options or Convertible   Securities (other than reprices triggered by
the   issuance of this   Warrant or any other   warrants   being   issued on the date
hereof); or

             (iii) in any   manner   issues   or sells any   Convertible   Securities
(other than any Excluded Securities);

for (a) with   respect to   paragraph   (i) above,   a price per share,   or (b) with
respect to   paragraphs   (ii) or (iii) above,   a price per share for which Common
Stock is issuable upon the exercise of such Options (together with the price per
optioned   share,   if   any,   paid   for the   issuance   of   such   Options)   or upon
conversion or exchange of such Convertible Securities;   in either case, which is
less than the Exercise   Price in effect   immediately   prior to such   issuance or
sale, then,   immediately after such issuance,   sale or grant, the Exercise Price
shall be   adjusted   by   multiplying   the   Exercise   Price   then in   effect   by a
fraction,   (x) the   numerator   of which   shall be the sum of (1) the   number   of
shares of Common Stock outstanding immediately prior to such issue or sale, plus
(2) the   number   of shares of Common   Stock   which the   aggregate   consideration
received   by the   Company   for   such   Common   Stock or   Convertible   Securities,
together with any   consideration   receivable   upon the exercise or conversion of
such   Convertible   Securities,   then issued would purchase at the Exercise Price
then in effect;   and (y) the   denominator of which shall be the number of shares
of Common Stock outstanding immediately after such issue or sale plus