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

						SCHEDULE 13D
					   (Amendment No. 1)

			  Under the Securities Exchange Act of 1934


					   Pyramid Breweries Inc.
						(Name of Issuer)

						 Common Stock

- ---------------------------------------------------------------------------

				(Title of Class of Securities)

						  747135101
						(CUSIP Number)

					Carolyn S. Reiser, Esq.
				   Shartsis Friese & Ginsburg
				 One Maritime Plaza, 18th Floor
					San Francisco, CA 94111
						(415) 421-6500
- ---------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices 
and Communications)

						October 22, 1998
		(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 Rule 13d-1(b)(3) or (4), check the 
following box / /.

Check the following box if a fee is being paid with the statement .  (A fee 
is not required only if the reporting person: (1) has a previous statement 
on file reporting beneficial ownership of more than five percent of the 
class of securities described in Item 1; and (2) has filed no amendment 
subsequent thereto reporting beneficial ownership of five percent or less 
of such class.)  (See Rule 13d-7.)

Note:  Six copies of this statement, including all exhibits, should be 
filed with the Commission.  See Rule 13d-1(a) for other parties to whom 
copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting 
person's initial filing on this form with respect to the subject class of 
securities, and for any subsequent amendment containing information which 
would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be 
deemed to be "filed" for the purpose of Section 18 of the Securities 
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of 
that section of the Act but shall be subject to all other provisions of the 
Act (however, see the Notes).


										SEC 1746 (12-91)


 
SCHEDULE 13D
CUSIP No. 747135101								Page 2 of 8 Pages

- ---------------------------------------------------------------------------
1	NAME OF REPORTING PERSON
	SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON
	Brookhaven Capital Management, LLC
- ---------------------------------------------------------------------------
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*		(a)	/XX/
												(b)	/ /
- ---------------------------------------------------------------------------
3	SEC USE ONLY
- ---------------------------------------------------------------------------
4	SOURCE OF FUNDS*
	AF and WC
- ---------------------------------------------------------------------------
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
	PURSUANT TO ITEMS 2(d) or 2(E)							
	/ /
- ---------------------------------------------------------------------------
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	California
- ---------------------------------------------------------------------------
		NUMBER OF		7	SOLE VOTING POWER
		SHARES			  0
		BENEFICIALLY	--------------------------------------------------
		OWNED BY		8	SHARED VOTING POWER
		EACH				873,825
		REPORTING		--------------------------------------------------
		PERSON		9	SOLE DISPOSITIVE POWER
		WITH				  0
					--------------------------------------------------
					10	SHARED DISPOSITIVE POWER
						873,825
- ---------------------------------------------------------------------------
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	873,825
- ---------------------------------------------------------------------------
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
													/ /
- ---------------------------------------------------------------------------
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	10.6%
- ---------------------------------------------------------------------------
14	TYPE OF REPORTING PERSON*
	OO and IA
- ---------------------------------------------------------------------------

 
SCHEDULE 13D
CUSIP No. 747135101								Page 3 of 8 Pages

- ---------------------------------------------------------------------------
1	NAME OF REPORTING PERSON
	SS OR IRS IDENTIFICATION NO. OF ABOVE PERSON
	Vincent A. Carrino
- ---------------------------------------------------------------------------
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*		(a)		/XX/
												(b)		/ /
- ---------------------------------------------------------------------------
3	SEC USE ONLY
- ---------------------------------------------------------------------------
4	SOURCE OF FUNDS*
	AF
- ---------------------------------------------------------------------------
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
	PURSUANT TO ITEMS 2(d) or 2(E)							
	/ /
- ---------------------------------------------------------------------------
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	United States
- ---------------------------------------------------------------------------
		NUMBER OF		7	SOLE VOTING POWER
		SHARES			34,400
		BENEFICIALLY	--------------------------------------------------
		OWNED BY		8	SHARED VOTING POWER
		EACH				873,825
		REPORTING		--------------------------------------------------
		PERSON		9	SOLE DISPOSITIVE POWER
		WITH				34,400
					--------------------------------------------------
					10	SHARED DISPOSITIVE POWER
						873,825
- ---------------------------------------------------------------------------
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	908,225
- ---------------------------------------------------------------------------
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
										/ /
- ---------------------------------------------------------------------------
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	11.1%
- ---------------------------------------------------------------------------
14	TYPE OF REPORTING PERSON*
	IN
- ---------------------------------------------------------------------------

 
SCHEDULE 13D

CUSIP No. 747135101								Page 4 of 8 Pages

ITEM 1.	SECURITY AND ISSUER.

This statement relates to shares of Common Stock (the "Stock") of Pyramid 
Breweries Inc. ("PBI").  The principal executive office of PBI is located 
at 91 So. Royal Brougham Way, Seattle, Washington 98134.

ITEM 2.	IDENTITY AND BACKGROUND.

The persons filing this statement and the persons enumerated in Instruction 
C of Schedule 13D and, where applicable, their respective places of 
organization, general partners, directors, executive officers and 
controlling persons, and the information regarding them, are as follows:

	(a)	Brookhaven Capital Management, LLC, a California limited 
liability company ("LLC"); Vincent A. Carrino ("Carrino"); and Daniel R. 
Coleman ("Coleman").

	(b)	The business address of LLC and Carrino is 3000 Sandhill Road, 
Building 3, Suite 105, Menlo Park, California 94025.  The business address 
of Coleman is 1370 116th Avenue, NE, Suite 210, Bellevue, Washington 98004.

	(c)	LLC is an investment adviser to various accounts, including 
investment limited partnerships of which it is also a general partner.  
Carrino is the sole Manager and the majority member of LLC.  Coleman is the 
Executive Vice President and a minority member of LLC.

(d)	During the last five years, none of such persons has been convicted in 
a criminal proceeding (excluding traffic violations or similar 
misdemeanors).

(e)	During the last five years, none of such persons was 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.

 
SCHEDULE 13D
CUSIP No. 747135101								Page 5 of 8 Pages


	(f)	Carrino and Coleman are citizens of the United States of America.

ITEM 3.	SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.

The source and amount of funds used in purchasing the Stock were as 
follows:

Purchaser		Source of Funds			Amount

LLC			Funds Under Management	$2,274,948
Carrino		Funds Under Management	$  114,277


ITEM 4.	PURPOSE OF TRANSACTION.

The principal purpose of the acquisitions of Stock reported herein is 
investment.  Except as described below, the persons named in Item 2 of this 
statement have no plans or proposals that relate to or would result in:

	(a)		An extraordinary corporate transaction, such as a merger, 
reorganization or liquidation, involving PBI or any of its subsidiaries;

	(b)		A sale or transfer of a material amount of assets of PBI or 
of any of its subsidiaries;

	(c)		Any change in the present board of directors or management 
of PBI, including any plans or proposals to change the number or term of 
directors or to fill any existing vacancies on the board;

	(d)		Any material change in the present capitalization or 
dividend policy of PBI;

	(e)		Any other material change in PBI's business or corporate 
structure;

	(f)		Changes in PBI's charter, bylaws or instruments 
corresponding thereto or other actions which may impede the acquisition of 
control of PBI by any person;

 
SCHEDULE 13D

CUSIP No. 747135101								Page 6 of 8 Pages

	(g)		Causing a class of securities of PBI to be delisted from a 
national securities exchange or to cease to be authorized to be quoted in 
an inter-dealer quotation system of a registered national securities 
association;

	(h)		A class of equity securities of PBI becoming eligible for 
termination of registration pursuant to Section 12(g)(4) of the Securities 
Exchange Act of 1934, as amended; or

	(i)		Any action similar to any of those enumerated above.

ITEM 5.	INTEREST IN SECURITIES OF THE ISSUER.

The beneficial ownership of the Stock of the persons named in Item 2 of 
this statement is as follows at the date hereof:


	    Aggregate
	   Beneficially 
	      Owned			  Voting Power			Dispositive Power
Name 	Number	Percent	Sole		Shared		Sole		Shared

LLC		873,825	10.6		0		873,825		0		873,825
Carrino	908,225	11.1		34,400	873,825		34,400	873,825


 
SCHEDULE 13D
CUSIP No. 747135101								Page 7 of 8 Pages


The persons filing this statement effected the following transactions in 
the Stock on the dates indicated, and such transactions are the only 
transactions by the persons filing this statement in the Stock since August 
22, 1998.

		Purchase				Number		Price	
Name		or Sale	Date			of Shares		Per Share	

LLC		P		10/13/98		14,000		1.13
LLC		P		10/15/98		25,000		1.19
LLC		P		10/22/98		40,000		1.49
LLC		P		10/22/98		28,000		1.38
LLC		P		12/24/98		10,000		1.47

All transactions were executed on the Nasdaq National Market.


ITEM. 6.	CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH 
RESPECT TO SECURITIES OF THE ISSUER.

LLC, a registered investment adviser, is a general partner of limited 
partnerships pursuant to limited partnership agreements providing to LLC 
the authority, among other things, to invest the funds of the partnerships 
in Stock, to vote and dispose of Stock and to file this statement on behalf 
of the partnerships.  Pursuant to such limited partnership agreements, LLC 
is entitled to allocations based on assets under management and realized 
and unrealized gains.  Pursuant to investment management agreements, LLC is 
authorized, among other things, to invest funds of its various investment 
advisory clients, and to vote and dispose of those securities.  Such 
investment management agreements may be terminated by either party on 
notice as provided in such agreements and provide for fees payable to LLC 
based on assets under management and realized and unrealized gains.  No 
single client of LLC holds more than 5% of the Stock.  Carrino is 
authorized by various individuals and entities to invest funds of those 
individuals and entities and to vote and dispose of those securities.  
Carrino does not receive any fees for such activities.

 
SCHEDULE 13D

CUSIP No. 747135101								Page 8 of 8 Pages

ITEM 7.	MATERIAL TO BE FILED AS EXHIBITS.

		Not applicable.

SIGNATURES

	After reasonable inquiry and to the best of my knowledge, I certify 
that the information set forth in this statement is true, complete and 
correct.

DATED:	February 26, 1999


/s/ Vincent A. Carrino
_____________________________
Vincent A. Carrino


BROOKHAVEN CAPITAL MANAGEMENT, LCC


	/s/ Vincent A. Carrino
By:	_______________________
	Vincent A. Carrino
	Manager


CSR\4193\013\1032053.01