SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
(Mark One)
[X]     QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
        SECURITIES EXCHANGE ACT OF 1934

        For the quarterly period ended             June 30, 2003

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

[ ]    TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934
            For the transition period from                    to
                                                ---------             ---------

                          Commission File No. 811-08469

                               ACORN HOLDING CORP.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

               Delaware                                        59-2332857

--------------------------------------------------------------------------------
(State or other jurisdiction of                         (IRS Employer Identifi-
incorporation or organization)                                 cation No.)

               599 Lexington Avenue, New York, New York 10022-6030

--------------------------------------------------------------------------------
         (Address of principal executive offices)                  (Zip code)

Issuer's telephone number, including area code    (212) 536-4089
                                                  --------------------
                                       N/A
--------------------------------------------------------------------------------
Former  name,  former  address and former  fiscal  year,  if changed  since last
report.

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
for such shorter  period that the issuer was required to file such  reports) and
(2) has been subject to such filing requirements for the past 90 days.
               Yes                       No        X
                      -------------           ------------

APPLICABLE ONLY TO CORPORATE ISSUERS:  State the number of shares outstanding of
each of the  issuer's  classes of common  equity,  as of the latest  practicable
date:  1,573,942  shares of common stock,  $.01 par value, as of October 1, 2003
(which reflects the two-for-five reverse stock split effective April 19, 1999).

<PAGE>

                      Acorn Holding Corp. and Subsidiaries

                           CONSOLIDATED BALANCE SHEETS

                                                      June 30,    December 31,
                                                        2003          2002
                                                    -----------   ------------
                                                     (Unaudited)
ASSETS

CURRENT ASSETS
   Cash and cash equivalents                        $   504,184   $   753,785
   Investment securities                                 12,788        14,230
   Accounts receivable - trade                           37,658       106,548
   Inventories                                           65,000     1,852,319
   Prepaid expenses                                      73,731        40,321
   Assets held for sale                               1,024,869             0
                                                    -----------   -----------

         Total current assets                         1,718,230     2,767,203
                                                    -----------   -----------

MACHINERY AND EQUIPMENT, net of accumulated
   depreciation of $2,136,798 at December 31, 2002            0     2,819,579
                                                    -----------   -----------

OTHER ASSETS
   Other investments                                      9,108         9,108
   Miscellaneous receivable                               4,730             0
                                                    -----------   -----------
                                                         13,838         9,108

                                                    $ 1,732,068   $ 5,595,890
                                                    ===========   ===========
LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                                 $   120,584   $   106,727
   Accrued expenses:
      Deferred Compensation                           1,087,829       858,383
      Other                                             152,487        93,947
   Line of credit                                       485,000       375,000
                                                    -----------   -----------

         Total current liabilities                    1,845,900     1,434,057
                                                    -----------   -----------

STOCKHOLDERS' EQUITY
   Common stock                                          15,739        15,856
   Additional paid-in capital                        11,772,377    11,786,229
   Accumulated deficit                              (11,903,146)   (7,628,923)
   Accumulated other comprehensive income                 1,198         2,640
                                                    -----------   -----------
                                                       (113,832)    4,175,802
   Treasury stock, at cost                                    0       (13,969)
                                                    -----------   -----------

         Total stockholders' equity (deficiency)       (113,832)    4,161,833
                                                    -----------   -----------

                                                    $ 1,732,068   $ 5,595,890
                                                    ===========   ===========

                                       2

<PAGE>

<TABLE>
<CAPTION>
                      Acorn Holding Corp. and Subsidiaries

                  CONSOLIDATED INTERIM STATEMENTS OF OPERATIONS
                                   (unaudited)

                                                  Three Months Ended            Six Months Ended
                                                       June 30,                     June 30,
                                              -------------------------     ------------------------
                                                  2003          2002           2003          2002
                                              -----------    ----------    -----------   -----------
<S>                                            <C>            <C>           <C>           <C>
Net sales                                      $        0     $       0     $        0    $        0
                                              -----------    ----------    -----------   -----------
Costs and expenses
   Cost of sales                                        0             0              0             0
   Selling, general and administrative            174,535       107,879        351,064       231,225
                                              -----------    ----------    -----------   -----------

                                                  174,535       107,879        351,064       231,225
                                              -----------    ----------    -----------   -----------

Operating loss                                  (174,535)     (107,879)      (351,064)     (231,225)

Other income
   Interest income                                    470         1,934          1,488         4,191
                                              -----------    ----------    -----------   -----------

Loss from continuing operations
   Before income taxes                          (174,065)     (105,945)      (349,576)     (227,034)
                                              -----------    ----------    -----------   -----------

Income tax (benefit) expense                            0        19,786              0        19,786
                                              -----------    ----------    -----------   -----------

Loss from continuing operations                 (174,065)     (125,731)      (349,576)     (246,820)
                                              -----------    ----------    -----------   -----------
Discontinued operations
   Operations of discontinued component         (286,061)      (70,110)      (730,670)     (103,259)

   Loss on liquidation of assets              (3,193,977)             0    (3,193,977)             0
                                              -----------    ----------    -----------   -----------

Loss on discontinued operations               (3,480,038)      (70,110)    (3,924,647)     (103,259)
                                              -----------    ----------    -----------   -----------

Net loss                                     $(3,654,103)    $(195,841)   $(4,274,223)   $ (350,079)
                                             ============    ==========   ============   ===========

Loss per share (basic and diluted)           $     (2.31)    $   (0.12)   $     (2.71)   $    (0.22)
                                             ============    ==========   ============   ===========

Weighted average shares outstanding - basic     1,579,796     1,585,642      1,579,796     1,585,642
                                             ============    ==========   ============   ===========

Weighted average shares outstanding - diluted   1,579,796     1,585,642     1,579,796      1,585,642
                                             ============    ==========   ============   ===========

                                                  3
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
                      Acorn Holding Corp. and Subsidiaries

        CONSOLIDATED INTERIM STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                             AND COMPREHENSIVE LOSS

                From January 1, 2003 to June 30, 2003 (unaudited)

                                                                     Accumulated
                                           Additional                   other
                                  Common    paid-in    Accumulated  comprehensive  Treasury
                                   stock    capital      deficit       income        stock       Total
                                 -------- ----------- ------------   -----------    --------   ----------
<S>                              <C>      <C>         <C>            <C>            <C>        <C>
Balance at January 1, 2003       $ 15,856 $11,786,229 $(7,628,923)   $  2,640       $(13,969)  $ 4,161,833

Comprehensive loss

   Net loss                           -           -    (4,274,223)        -             -      (4,274,223)
   Net unrealized loss on
    investments in securities
    available-for-sale                -           -          -        (1,442)           -          (1,442)
                                                                                               -----------

   Total comprehensive loss                                                                    (4,275,665)
                                                                                               -----------

Treasury shares retired             (117)    (13,852)        0           0             13,969       0
                                  -------  ----------  ------------   --------       ---------  ----------

Balance at June 30, 2003         $ 15,739 $11,772,377 $(11,903,146)  $  1,198       $   0      $ (113,832)
                                  =======  ==========  ============   =======        ========   ==========

                                                       4
</TABLE>

<PAGE>

                      Acorn Holding Corp. and Subsidiaries

                  CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

                            Six months ended June 30,
                                   (unaudited)

                                                           2003         2002
                                                       ------------  -----------

Cash flows from operating activities
   Net loss                                            $(4,274,223)  $ (350,079)
   Adjustments to reconcile net loss to net cash
         (used in) operating activities
      Depreciation and amortization                        249,282      226,735
      Deferred income taxes (benefit)                            0      (18,828)
      Loss on liquidation of assets                      3,193,977            0
      (Increase) decrease in assets
         Accounts receivable                                68,890      (41,472)
         Inventories                                       138,770      (38,929)
         Prepaid expenses and other assets                (38,140)      (61,908)
      Increase (decrease) in liabilities
         Accounts payable                                   13,857       10,717
         Accrued expenses                                  287,986       77,800
                                                       -----------   ----------

           Net cash used in operating activities          (359,601)    (195,964)

Cash flows from investing activities
   Purchase of machinery and equipment                           0     (365,235)
   Purchase of investments                                       0        1,192
                                                       -----------   ----------

           Net cash used in investing activities                 0     (364,043)
                                                       -----------   ----------

Cash flows from financing activities
   Proceeds from bank line of credit                       110,000      200,000
                                                       -----------   ----------

           Net cash provided by financing activities       110,000      200,000
                                                       -----------   ----------

           NET DECREASE IN CASH AND
                    CASH EQUIVALENTS                      (249,601)    (360,007)

Cash and cash equivalents at beginning of period           753,785    1,476,244
                                                       -----------   ----------

Cash and cash equivalents at end of period             $   504,184   $1,116,237
                                                       ===========   ==========

                                       5

<PAGE>

                      Acorn Holding Corp. and Subsidiaries

             NOTES TO THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

                                  June 30, 2003

                                   (Unaudited)

NOTE A - ORGANIZATION AND PURPOSE

Acorn  Holding  Corp.  (Acorn) was  incorporated  under the laws of the State of
Delaware on September 8, 1983.  Acorn is a holding company for its  wholly-owned
subsidiaries,  Recticon  Enterprises,  Inc.  (Recticon) and AI Liquidating Corp.
Recticon was organized to engage in the business of manufacturing and processing
of silicon  wafers for the  semiconductor  industry (see Note D). AI Liquidating
Corp. is an inactive subsidiary.

NOTE B - BASIS OF PRESENTATION

The  Company's  financial  statements  have been  prepared  in  conformity  with
accounting principles generally accepted in the United States of America,  which
contemplate continuation of the Company as a going concern.

Interim financial  statements  reflect all adjustments which are, in the opinion
of  management,  necessary  to a fair  statement of the  financial  position and
results  for the  periods.  The 2002  balance  sheet has been  derived  from the
audited   financial   statements   contained  in  the  2002  Annual   Report  to
Stockholders.  These interim financial  statements conform with the requirements
for  interim  financial  statements  and  consequently  do not  include  all the
disclosures normally required by accounting principles generally accepted in the
United  States of America.  The results for the three and six months  ended June
30, 2003 are not  necessarily  indicative  of the results to be expected for the
full year. Reporting developments have been updated where appropriate.

NOTE C - RECENT ACCOUNTING PRONOUNCEMENTS

Recent Accounting Pronouncements

In August 2001, the FASB issued SFAS No. 144,  "Accounting for the Impairment or
Disposal of Long-Lived Assets".  SFAS No. 144 retains the existing  requirements
to recognize and measure the impairment of long-lived assets to be held and used
or to be disposed of by sale.  However,  SFAS No. 144 makes changes to the scope
and certain measurement  requirements of existing accounting guidance.  SFAS No.
144 also  changes  the  requirements  relating  to  reporting  the  effects of a
disposal  or  discontinuation  of a  segment  of a  business.  SFAS  No.  144 is
effective  for  financial  statements  issued for fiscal years  beginning  after
December 15, 2001 and interim periods within those fiscal years. The adoption of
this  Statement  applies to the  liquidation of Recticon as of June 30, 2003 and
during three and six month periods ended June 30, 2003.

In July 2002,  the FASB issued SFAS No. 146,  "Accounting  for Costs  Associated
with Exit or Disposal Activities".  SFAS No. 146 requires companies to recognize
costs associated with exit or disposal  activities when they are incurred rather
than at the date of a commitment  to an exit or disposal  plan.  SFAS No. 146 is
effective  prospectively  for  exit  and  disposal  activities  initiated  after
December 31, 2002. The adoption of this accounting principal applies to the plan
of liquidation of Recticon at and for the three and six month periods ended June
30, 2003.

                                       6

<PAGE>

NOTE D - LIQUIDATION OF RECTICON

On June 23, 2003 the Board of Directors of Acorn voted to cease  operations  and
to liquidate the assets of Recticon. Immediately thereafter,  Recticon fulfilled
its backlog of orders and  proceeded to sell or liquidate  its assets and to pay
its creditors. Subsequent to June 20, 2003 Recticon realized $1,099,869 from the
sale of its assets and is proceeding to pay all its creditors.

The  accompanying  consolidated  balance  sheet as of June 30, 2003  include the
assets of Recticon at their actual sales price.  The  consolidated  statement of
operations  for the three and six month  periods  ended  June 30,  2003 and 2002
include the operations of Recticon as a discontinued operation.

The net sales and pre tax losses of Recticon  for the periods  presented  are as
follows:

                       Three months ended June 30      Six months ended June 30
                       --------------------------      ------------------------
                          2003           2002            2003           2002
                          ----           ----            ----           ----

Net Sales              $   348,254    $1,034,620      $   819,321    $2,239,428
Pre-tax net loss         3,480,038        89,896        3,924,647       171,524

Subsequent to June 30, 2003,  management of Recticon  reached a verbal agreement
with its landlord to settle its future lease  obligations by paying no more than
one years rent  obligation  following  abandonment of the space on September 30,
2003.

                                       7

<PAGE>

ITEM 2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
           CONDITION AND RESULTS OF OPERATIONS

      Certain  statements  in this Form 10-QSB may  constitute  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995,  including those concerning  management's  expectations with respect to
future financial  performance and future events,  particularly relating to sales
of  current  products.   Such  statements   involve  known  and  unknown  risks,
uncertainties  and  contingencies,  many of which are beyond the  control of the
Company, which could cause actual results and outcomes to differ materially from
those  expressed  herein.  These  statements  are often,  but not  always,  made
typically by use of words or phrases such as  "estimate,"  "plans,"  "projects,"
"anticipates,"  "continuing," "ongoing," "expects," "believes," or similar words
and phrases. Factors that might affect such forward-looking statements set forth
in this Form 10-QSB include,  among others:  (i) increased  competition from new
and existing  competitors and pricing  practices from such  competitors and (ii)
general  industry  and  economic  conditions.   Any  forward-looking  statements
included  in this  Form  10-QSB  are made only as of the date  hereof,  based on
information  available  to the  Company as of the date  hereof,  and  subject to
applicable law to the Company,  the Company  assumes no obligation to update any
forward-looking statements.

      One June 23, 2003, the Company  announced that is wholly-owned  subsidiary
Recticon  Enterprises,  Inc.  ("Recticon")  had been  advised  by its  principal
customer  that the demand for the type of product  Recticon was making would not
increase and  furthermore  there would be a sharp  erosion in the price for such
products going forward. As a result thereof, the Company's negotiations to raise
additional  capital were terminated.  The Board of Directors of Recticon and the
Company  determined that since the Company did not have the financial  resources
to sustain the anticipated  operating losses of Recticon and to try to limit the
further erosion of Recticon's  assets, the management of Recticon was authorized
to  liquidate  the  assets of  Recticon  at the  highest  possible  price in the
shortest period of time. An immediate phase out of employees  commenced,  except
for four employees who were required to assist in the orderly liquidation of the
business.  Since June 23, 2003,  Recticon  completed its  remaining  outstanding
orders  and has  sold all of its  assets  for  $1,099,869.  The  Company  is now
proceeding to pay all of its creditors.

      Because the assets of Recticon are being  liquidated,  the  operations  of
Recticon are shown in the accompanying Statement of Operations as a discontinued
operation for all periods  presented.  Included in "Operations  of  discontinued
component" in the Statement of Operations are sales less all costs of operations
and other  expenses of  Recticon  in each  period.  Sales for  Recticon  for the
three-month  period ended June 30, 2003 decreased  $686,366 from the three-month
period  ended June 30, 2002 while sales for the six month  period ended June 30,
2003 decreased $1,420,107 from the six month period ended June 30, 2002.

      Upon the  liquidation  of the assets of  Recticon,  the  Company  plans on
seeking strategic alternatives (to be completed after the Board meeting).

      The balance sheet for June 30, 2003 reflects the liquidation  value of the
assets of  Recticon.  Based on those  values,  the  Company  incurred  a loss of
approximately  $3,193,977,  which represents a loss on the disposal of machinery
and equipment of approximately  $1,545,428 and approximately $1,648,549 from the
liquidation of inventory.  The loss incurred in the sale of Recticon's machinery
and  equipment is based on the proceeds of the immediate  liquidation  at a time
when there is little  demand for this type of machinery  and  equipment  due to,
among other factors,  manufacturing overcapacity.  The loss incurred as a result
of the sale of the  inventory  was  primarily due to the fact that a significant
amount of the remaining  inventory as of the date the  liquidation of the assets
of Recticon was authorized,  including work in progress and finished goods, were
the types of specialty wafer for which there currently is very little  immediate
demand among the repeat customers who have customarily  purchased these types of
wafers.

                                       8

<PAGE>

ITEM 3.    Controls and Procedures

      The management of the Company, including Stephen A. Ollendorff as Chairman
and Chief Executive Officer and Larry V. Unterbrink as Treasurer, have evaluated
the  Company's  disclosure  controls and  procedures as of a date within 90 days
prior to the filing date of this quarterly report (the "Evaluation Date"). Under
rules  promulgated  by the  Commission,  disclosure  controls and procedures are
defined as those controls or other  procedures of an issuer that are designed to
ensure that  information  required to be  disclosed by the issuer in the reports
filed  or  submitted  by it  under  the  Exchange  Act is  recorded,  processed,
summarized and reported,  within the time periods  specified in the Commission's
rules and forms.  Based on the evaluation of the Company's  disclosure  controls
and procedures,  Messrs.  Ollendorff and Unterbrink  determined  that, as of the
Evaluation  Date,  such  controls  and  procedures  were  effective.  Since  the
Evaluation  Date,  there have not been any significant  changes in the Company's
internal  controls  or in other  factors  that could  significantly  affect such
controls.

                                     PART II
                                OTHER INFORMATION

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

      (a)  Exhibits

             31.1 Certification by the Chief Executive  Officer pursuant to Rule
                  13a-14(a) of the Exchange Act.

             31.2 Certification  of the Chief Executive  Officer  Pursuant to 18
                  U.S.C. Section 1350, as adopted pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002.

             32.2 Certification  by the Chief Financial  Officer  pursuant to 18
                  U.S.C. Section 1350, as adopted pursuant to Section 906 of the
                  Sarbanes-Oxley Act of 2002.

             32.2 Certification  of  the  Principal   Financial  and  Accounting
                  Officer  Pursuant  to  18  U.S.C.  Section  1350,  as  adopted
                  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

      (b)  Reports on Form 8-K:

      The  Company  filed a  Current  Report  on Form 8-K  dated  June 23,  2003
announcing that Recticon Enterprises, Inc., its operating subsidiary was closing
down its operations upon fulfillment of its existing orders.

                                       9

<PAGE>

                                   SIGNATURES

      Pursuant to the  requirements 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.


                                         ACORN HOLDING CORP.



Date: October 2, 2003
                                         /s/ Larry V. Unterbrink
                                         --------------------------------
                                         Larry V. Unterbrink, Treasurer
                                         (Principal Financial and
                                         Accounting Officer)



                                         /s/ Stephen A. Ollendorff
                                         --------------------------------
                                         Stephen A. Ollendorff,
                                         Chairman, Chief Executive Officer,
                                         and Secretary

                                       10