EXHIBIT 23.2
 
                      CONSENT OF INDEPENDENT ACCOUNTANTS
 
  We hereby consent to the use in the Prospectus constituting part of this
Registration Statement on Form S-1 of our report dated March 21, 1997,
relating to the financial statements of DSI Toys, Inc., which appears in such
Prospectus. We also consent to the application of such report to the Financial
Statement Schedule for the fiscal years 1994, 1995 and 1996 listed under Item
16(b) of this Registration Statement when such schedule is read in conjunction
with the financial statements referred to in our report. The audits referred
to in such report also included this schedule. We also consent to the
references to us under the headings "Experts" and "Selected Consolidated
Financial Data" in such Prospectus. However, it should be noted that Price
Waterhouse LLP has not prepared or certified such "Selected Consolidated
Financial Data."
 
Price Waterhouse LLP
 
Houston, Texas
March 25, 1997