##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-QSB

(Mark One)

x
    
    Quarterly Report pursuant to Section 13 or 15(d) of the
Securities Exchange
Act of 1934FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2003ORo
    
    Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the transition period from    to


Commission file number 333-66859

INTREPID CAPITAL CORPORATION

(Exact name of Registrant as specified in its Charter)


DELAWARE
(State of Incorporation)
    
    59-3546446
(I.R.S. Employer Identification No.)


3652 South Third Street, Suite 200, Jacksonville Beach, Florida
(Address of principal executive offices)
    
    32250
(Zip Code)


(904) 246-3433
(Registrants telephone number)

N/A
(Former name, former address and former fiscal year, if changed since last report)

As of July 31, 2003, there were 3,399,183 shares of Common Stock, $0.01
par value per share, outstanding, and 1,000 shares of Common Stock issued and
held in treasury.

Transitional Small Business Disclosure Format (check one): Yes  o
No  x





---

TABLE OF CONTENTS



|                                                  |  |  |  |  |  |  |  | 
|------------------------------------------------- |  |  |  |  |  |  |  | 
|EX-10.2 SATISFACTION OF SUBORDINATED INDEBTEDNESS
|EX-10.3 FORBEARANCE AGREEMENT DATED JULY 31, 2003
|EX-10.4 COMPLETE AND PERMANENT WAIVER AGREEMENT  
|EX-31.1 SECTION 302 CERTIFICATION OF CEO         
|EX-31.2 SECTION 302 CERTIFICATION OF THE CFO     
|EX-32.1 SECTION 906 CERTIFICATION OF CEO         
|EX-32.2 SECTION 906 CERTIFICATION OF CFO         



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIES

Index to Form 10-QSB
For the Quarter Ended June 30, 2003

PART I  FINANCIAL INFORMATION

Item 1
    
    Financial StatementsConsolidated Balance Sheets of Intrepid Capital
Corporation and Subsidiaries as of June 30,
2003 (unaudited) and December 31, 2002
    
    3Consolidated Statements of Operations of
Intrepid Capital Corporation and Subsidiaries
for the Three and Six Month Periods Ended June
30, 2003 and 2002 (unaudited)
    
    4Consolidated Statements of Cash Flows of
Intrepid Capital Corporation and Subsidiaries
for the Six Month Periods Ended June 30, 2003
and 2002 (unaudited)
    
    5Notes to Consolidated Financial Statements (unaudited)
    
    6-13Item 2
    
    Managements Discussion and Analysis or Plan of OperationCritical Accounting Policies and Estimates
    
    14Discontinued Operations
    
    14Liquidity and Capital Resources
    
    15Results of Operations
    
    15-17Item 3
    
    Controls and Procedures
    
    18PART II  OTHER INFORMATIONItem 1
    
    Legal Proceedings
    
    18Item 2
    
    Changes in Securities and Use of Proceeds
    
    18Item 3
    
    Defaults upon Senior Securities
    
    18Item 4
    
    Submission of Matters to a Vote of Security Holders
    
    18Item 5
    
    Other Information
    
    18-19Item 6
    
    Exhibits and Reports on Form 8-K
    
    19Signatures and Certifications
    
    20


2



---



##### Table of Contents



ITEM 1. FINANCIAL INFORMATION

INTREPID CAPITAL CORPORATION AND SUBSIDIARIES

Consolidated Balance Sheets
June 30, 2003 and December 31, 2002

2003
    
    2002(unaudited)AssetsCurrent assets:Cash and cash equivalents
    
    $
    33
    
    
    $
    5,353Investments, at fair value
    
    
    72,273
    
    
    
    128,724Accounts receivable
    
    
    19,353
    
    
    
    23,637Taxes receivable
    
    
    19,000
    
    
    
    439,000Prepaid and other assets
    
    
    115,228
    
    
    
    202,332Assets of discontinued operations (note 2)
    
    
    
    
    
    
    387,289Total current assets
    
    
    225,887
    
    
    
    1,186,335Notes receivable
    
    
    323,919
    
    
    
    323,919Equipment and leasehold improvements, net of accumulated
depreciation of $265,396 in 2003 and $211,826 in 2002
    
    
    340,527
    
    
    
    412,962Intangible assets, less accumulated amortization of $168,217
in 2003 and $111,401 in 2002
    
    
    723,006
    
    
    
    779,823Goodwill
    
    
    3,564,898
    
    
    
    3,564,898Total assets
    
    $
    5,178,237
    
    
    $
    6,267,937Liabilities and Stockholders EquityCurrent liabilities:Accounts payable
    
    $
    297,056
    
    
    $
    265,358Accrued expenses
    
    
    803,454
    
    
    
    480,683Current portion of notes payable
    
    
    590,217
    
    
    
    600,000Other
    
    
    64,306
    
    
    
    72,501Liabilities of discontinued operations (note 2)
    
    
    
    
    
    
    89,786Total current liabilities
    
    
    1,755,033
    
    
    
    1,508,328Deferred compensation (note 2)
    
    
    134,472
    
    
    
    174,972Pension plan obligation
    
    
    211,407
    
    
    
    212,826Notes payable, less current portion
    
    
    75,000
    
    
    
    Total liabilities
    
    
    2,175,912
    
    
    
    1,896,126Stockholders equity:Preferred stock, Class A, $.01 par value. Authorized 5,000,000
shares; issued 1,166,666 shares at June 30, 2003 and
December 31, 2002
    
    
    3,500,000
    
    
    
    3,500,000Common stock, $.01 par value. Authorized 15,000,000 shares;
issued 3,400,183 shares at June 30, 2003 and December 31, 2002
    
    
    34,002
    
    
    
    34,002Treasury
stock, at cost  1,000 shares
    
    
    (3,669
    )
    
    
    (3,669
    )Additional paid-in capital
    
    
    3,394,669
    
    
    
    3,482,168Accumulated deficit
    
    
    (3,922,677
    )
    
    
    (2,640,690
    )Total stockholders equity
    
    
    3,002,325
    
    
    
    4,371,811$
    5,178,237
    
    
    $
    6,267,937


See accompanying notes to consolidated financial statements.

3



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND
SUBSIDIARIES
Consolidated Statements of OperationsThree and Six month periods
ended June 30, 2003 and 2002
(unaudited)

Three months
    
    Six monthsended June 30
    
    ended June 302003
    
    2002
    
    2003
    
    2002Revenues:Asset management fees
    
    $
    901,663
    
    
    $
    810,282
    
    
    $
    1,811,598
    
    
    $
    1,643,761Other
    
    
    38,814
    
    
    
    42,038
    
    
    
    53,325
    
    
    
    50,599Total revenues
    
    
    940,477
    
    
    
    852,320
    
    
    
    1,864,923
    
    
    
    1,694,360Expenses:Salaries and employee benefits
    
    
    1,138,595
    
    
    
    1,271,984
    
    
    
    1,942,492
    
    
    
    2,014,263Advertising and marketing
    
    
    155,016
    
    
    
    172,516
    
    
    
    396,133
    
    
    
    265,672Professional and regulatory fees
    
    
    130,018
    
    
    
    129,845
    
    
    
    311,397
    
    
    
    232,690Occupancy and maintenance
    
    
    98,863
    
    
    
    111,048
    
    
    
    186,182
    
    
    
    217,544Depreciation and amortization
    
    
    56,590
    
    
    
    54,111
    
    
    
    114,056
    
    
    
    103,698Interest expense
    
    
    14,854
    
    
    
    15,567
    
    
    
    33,396
    
    
    
    66,862Other
    
    
    121,501
    
    
    
    162,308
    
    
    
    230,202
    
    
    
    279,089Total expenses
    
    
    1,715,437
    
    
    
    1,917,379
    
    
    
    3,213,858
    
    
    
    3,179,818Loss from continuing operations before income taxes
    
    
    (774,960
    )
    
    
    (1,065,059
    )
    
    
    (1,348,935
    )
    
    
    (1,485,458
    )Income tax expense (benefit)
    
    
    
    
    
    
    186,274
    
    
    
    
    
    
    
    (82,521
    )Loss from continuing operations
    
    
    (774,960
    )
    
    
    (1,251,333
    )
    
    
    (1,348,935
    )
    
    
    (1,402,937
    )Discontinued operations:Income (loss) from discontinued operations
    
    
    (71,713
    )
    
    
    1,535,743
    
    
    
    8,016
    
    
    
    2,594,177Gain on sale of discontinued operations
    
    
    58,932
    
    
    
    
    
    
    
    58,932
    
    
    
    Total discontinued operations
    
    
    (12,781
    )
    
    
    1,535,743
    
    
    
    66,948
    
    
    
    2,594,177Net income (loss)
    
    
    (787,741
    )
    
    
    284,410
    
    
    
    (1,281,987
    )
    
    
    1,191,240Dividends on preferred stock
    
    
    43,750
    
    
    
    46,147
    
    
    
    87,500
    
    
    
    46,147Net income (loss) attributable to common stock
    
    $
    (831,491
    )
    
    $
    238,263
    
    
    $
    (1,369,487
    )
    
    $
    1,145,093Income (loss) per common share  Basic:Loss from continuing operations
    
    $
    (0.23
    )
    
    $
    (0.37
    )
    
    $
    (0.40
    )
    
    $
    (0.42
    )Discontinued operations
    
    
    
    
    
    
    0.46
    
    
    
    0.02
    
    
    
    0.77Net income (loss) per share
    
    $
    (0.23
    )
    
    $
    0.09
    
    
    $
    (0.38
    )
    
    $
    0.35Income (loss) per common share  Diluted:Loss from continuing operations
    
    $
    (0.23
    )
    
    $
    (0.27
    )
    
    $
    (0.40
    )
    
    $
    (0.30
    )Discontinued operations
    
    
    
    
    
    
    0.33
    
    
    
    0.02
    
    
    
    0.56Net income (loss) per share
    
    $
    (0.23
    )
    
    $
    0.06
    
    
    $
    (0.38
    )
    
    $
    0.26Basic weighted average shares outstanding
    
    
    3,399,183
    
    
    
    3,349,183
    
    
    
    3,399,183
    
    
    
    3,349,183Diluted weighted average shares outstanding
    
    
    3,399,183
    
    
    
    4,661,975
    
    
    
    3,399,183
    
    
    
    4,668,665


See accompanying notes to consolidated
financial statements.

4



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows
Six months ended June 30, 2003 and 2002
(unaudited)

2003
    
    2002Cash flows from operating activities:Net loss
    
    $
    (1,369,487
    )
    
    $
    (1,247,085
    )Adjustments to reconcile net loss to net cash
used in operating activities:Depreciation and amortization
    
    
    114,056
    
    
    
    103,697(Purchases) sales of investments, net
    
    
    56,689
    
    
    
    (3,880
    )Net trading profits
    
    
    (238
    )
    
    
    (8,324
    )Gain on divestment
    
    
    (58,932
    )
    
    
    Change in assets and liabilities:Accounts receivable
    
    
    4,284
    
    
    
    17,228Prepaid and other assets
    
    
    (12,896
    )
    
    
    (223,131
    )Accounts payable and accrued expenses
    
    
    488,717
    
    
    
    231,832Taxes payable
    
    
    
    
    
    
    139,339Taxes receivable
    
    
    420,000
    
    
    
    Deferred compensation
    
    
    (40,500
    )
    
    
    215,710Pension obligation
    
    
    (1,419
    )
    
    
    (1,081
    )Other liabilities
    
    
    (8,195
    )
    
    
    (38,628
    )Discontinued operation  working capital changes
    
    
    89,152
    
    
    
    (482,910
    )Net cash used in operating activities
    
    
    (318,769
    )
    
    
    (1,297,233
    )Cash flows from investing activities:Purchase of equipment
    
    
    (2,105
    )
    
    
    (144,291
    )Proceeds from disposal of equipment
    
    
    17,301
    
    
    
    Proceeds
from divestment (net of fees of $52,717)
    
    
    247,283
    
    
    
    Net cash provided by (used in) investing activities
    
    
    262,479
    
    
    
    (144,291
    )Cash flows from financing activities:Proceeds from notes payable
    
    
    500,000
    
    
    
    1,500,000Proceeds
from cash surrender value loans
    
    
    120,000
    
    
    
    Principal payments on notes payable
    
    
    (434,783
    )
    
    
    (125,000
    )Preferred stock dividends paid
    
    
    (134,247
    )
    
    
    Net cash provided by financing activities
    
    
    50,970
    
    
    
    1,375,000Net decrease in cash and cash equivalents
    
    
    (5,320
    )
    
    
    (66,524
    )Cash and cash equivalents at beginning of period
    
    
    5,353
    
    
    
    641,577Cash and cash equivalents at end of period
    
    $
    33
    
    
    $
    575,053Supplemental disclosure of cash flow information:Cash paid for interest during the period
    
    $
    24,865
    
    
    $
    72,865Supplemental disclosure of non-cash transactions:Preferred stock issued to AJG upon conversion of AJG Note
    
    $
    
    
    
    $
    3,500,000Preferred stock dividends accrued but not paid
    
    $
    87,500
    
    
    $
    


See accompanying notes to consolidated
financial statements.

5



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND
SUBSIDIARIES

Notes to Consolidated Financial Statements
June 30, 2003

(1) Summary of Significant Accounting Policies and Operations

(a) Organization and Basis of Presentation

Intrepid Capital Corporation (the Company), incorporated in 1998, is
a Florida-based financial services holding company that conducts its
business through its wholly-owned subsidiary, Intrepid Capital
Management, Inc. (ICM).

ICM, a registered investment advisor, manages equity, fixed-income,
and balanced portfolios for public and private companies, labor
unions, endowments, foundations, and high net worth individuals and
families. ICM has received authority to act as an investment manager
in several states to meet the needs of its customers throughout the
United States.

In a transaction effective October 30, 2001, the Company discontinued
its resinous material operations formerly conducted through Enviroq
Corporation (Enviroq) by selling all of the issued and outstanding
capital stock of Sprayroq, Inc. (Sprayroq), Enviroqs 50% owned
subsidiary. Enviroq remains a wholly-owned subsidiary of the Company
to hold the promissory notes received in connection with the sale, but
conducts no operations currently, as its operations consisted solely
of its investment in Sprayroq.

In a transaction effective December 31, 2001, the Company acquired all
of the outstanding stock of ICC Investment Advisors, Inc., the
operations of which were conducted through its wholly-owned
subsidiary, The Investment Counsel Company (ICC). Subsequent to the
acquisition, ICC was merged with and into ICM.

During the first quarter of 2003, the Company decided to pursue the
divesture of Allen C. Ewing & Co. (Ewing), which formerly
constituted a separate operating segment, the investment banking
segment, and accordingly, the Company has reported its operations as
discontinued for all periods presented. On May 2, 2003, the Company
entered into a stock purchase agreement whereby the Company agreed to
sell all of the issued and outstanding capital stock of Ewing.

On June 16, 2003, the Company sold Ewing pursuant to the terms of the
Stock Purchase Agreement dated May 2, 2003. The purchaser acquired all
of the issued and outstanding capital stock of Ewing for an aggregate
purchase price of $300,000, which amount was paid in cash by purchaser
at the closing of the transaction.

The interim financial information included herein is unaudited.
Certain information and footnote disclosures normally included in the
financial statements have been condensed or omitted pursuant to the
rules and regulations of the SEC. The Company believes that the
disclosures made herein are adequate to make the information presented
not misleading. These financial statements should be read in
conjunction with the financial statements and related notes contained
in the Companys Amended Annual Report on Form 10-KSB/A filed with the
SEC on August 25, 2003. Except as indicated herein, there have been
no significant changes from the financial data published in the
Companys Annual Report. In the opinion of management, such unaudited
information reflects all adjustments, consisting of normal recurring
accruals, necessary for fair presentation of the unaudited
information. The results of operations for the three and six month
periods ended June 30, 2003 are not necessarily indicative of the
results that may be expected for the full year.

6



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIESNotes to Consolidated Financial Statements
June 30, 2003

(b) Principles of Consolidation

The accompanying consolidated financial statements include the
accounts of the Company and its subsidiaries, ICM and Enviroq. Also
included are the accounts of Ewing which have been reported as
discontinued operations (see note 2). All significant intercompany
balances and transactions have been eliminated in consolidation.

(c) Earnings Per Share

Net income per share of common stock is computed based upon the
weighted average number of common shares and share equivalents
outstanding during the period. Stock warrants and convertible
instruments, when dilutive, are included as share equivalents. For
the three and six months ended June 30, 2003, diluted net loss per
share is the same as basic net loss per share as the effects of
including potentially dilutive securities in the computation is
anti-dilutive. The potentially dilutive securities excluded from the
calculation of earnings per share consisted of Preferred Stock
convertible into 1,166,666 shares of Common Stock in addition to
unexercised options and warrants. Diluted earnings per share for the
three and six month periods ended June 30, 2002 assumes dilutive
warrants and convertible instruments to purchase shares of common
stock had been exercised using the treasury stock method.

(e) Comprehensive Income

No differences between total comprehensive income (loss) and net
income (loss) existed in the financial statements reported for the
three and six month periods ended June 30, 2003 and 2002.

(f) Stock Option Plan

The Company applies the intrinsic value-based method of accounting
prescribed by Accounting Principles Board Opinion No. 25, Accounting
for Stock Issued to Employees (APB 25) in accounting for its stock
options. As such, compensation expense would be recorded on the date
of grant only if the current market price of the underlying stock
exceeded the exercise price. As allowed by Financial Accounting
Standards No. 123, Accounting for Stock-Based Compensation (FAS
123) and Statement of Financial Accounting Standards No. 148,
Accounting for Stock-Based Compensation  Transition and Disclosure
(FAS 148), the Company has elected to apply the intrinsic
value-based method
of accounting described above, and has adopted the disclosure
requirements of FAS 123 and FAS 148.

On January 21, 2003, stock options to purchase 32,500 shares were
issued under the Companys Non Employee Directors Incentive Stock
Option Plan. The options have a weighted average exercise price of
$2.17 and a term of 5 years. Additionally, on January 21, 2003,
non qualified stock options to purchase 240,000 shares were issued and
have a weighted average exercise price of $2.04 and a term of 5 years.

7



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIES
 
Notes to Consolidated Financial Statements
June 30, 2003

The per share weighted-average fair value of Non Employee Directors
Incentive Stock Options and non qualified stock options granted on
January 21, 2003 were $0.36 and $0.39, respectively, using the
Black-Scholes option-pricing model with the following weighted average
assumptions: expected dividend yield 0%, risk free interest rate of
4%, expected volatility 50%, and an expected life of 5 years.

As permitted under FAS 148 and FAS 123, the Company has elected to
continue to apply the provisions of APB 25 and provide the pro forma
disclosures required by FAS 148 and FAS 123. Accordingly, no
compensation cost has been recognized for its stock options in the
consolidated financial statements. Had the Company determined
compensation cost based on the fair value at the date of grant for its
stock options under SFAS 123, the Companys net income (loss) for the
three and six month periods ended June 30, 2003 and 2002 would have
been reduced to the pro forma amounts indicated below:

THREE MONTHS ENDED JUNE 30
    
    SIX MONTHS ENDED JUNE 302003
    
    2002
    
    2003
    
    2002Reported net income (loss) available to common stockholders
    
    $
    (831,491
    )
    
    $
    238,623
    
    
    $
    (1,369,487
    )
    
    $
    1,145,093Deduct total stock-based compensation expense
determined under fair value based methods for all
awards, net of related tax effects
    
    
    
    
    
    
    
    
    
    
    (70,210
    )
    
    
    Net income (loss) available to common stockholders  pro forma
    
    $
    (831,491
    )
    
    $
    238,623
    
    
    $
    (1,439,697
    )
    
    $
    1,145,093Basic net income (loss) per share
Reported net income (loss) per share
    
    $
    (0.24
    )
    
    $
    0.07
    
    
    $
    (0.41
    )
    
    $
    0.34Pro forma basic net income (loss) per share
    
    $
    (0.24
    )
    
    $
    0.07
    
    
    $
    (0.41
    )
    
    $
    0.34Diluted net income (loss) per share
Reported net income (loss) per share
    
    $
    (0.24
    )
    
    $
    0.05
    
    
    $
    (0.41
    )
    
    $
    0.25Pro forma diluted net income (loss) per share
    
    $
    (0.24
    )
    
    $
    0.05
    
    
    $
    (0.41
    )
    
    $
    0.25


(g) New
Accounting Pronouncements

During April 2003, the Financial Accounting Standards Board issued
SFAS 149, Amendment of Statement 133 on Derivative Instruments and
Hedging Activities.SFAS 149 amends and clarifies accounting for
derivative instruments, including certain derivative instruments
embedded in other contracts, and for hedging activities under SFAS
133, Accounting for Derivative Instruments and Hedging Activities.
The statement requires that contracts with comparable characteristics
be accounted for similarly and clarifies when a derivative contains a
financing component that warrants special reporting in the statement
of cash flows. SFAS 149 is effective for contracts entered into or
modified after June 30, 2003, except in certain circumstances, and for
hedging relationships designated after June 30, 2003. The Company does
not expect that the adoption of this standard will have a material
effect on its financial position or results of operations.

8



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIES
 
Notes to Consolidated Financial Statements
June 30, 2003

In May 2003, the FASB issued SFAS 150, Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and
Equity. SFAS 150 requires that certain financial instruments, which
under previous guidance were accounted for as equity, must now be
accounted for as liabilities. The financial instruments affected
include mandatorily redeemable stock, certain financial instruments
that require or may require the issuer to buy back some of its shares
in exchange for cash or other assets and certain obligations that can
be settled with shares of stock. SFAS 150 is effective for all
financial instruments entered into or modified after May 31, 2003, and
otherwise is effective at the beginning of the first interim period
beginning after June 15, 2003. We do not expect the adoption of SFAS
150 to have a material impact on our consolidated financial position,
results of operations or cash flows.

(2) Discontinued Operations

During the first quarter of 2003, the Company decided to pursue the
divesture of Ewing, which formerly constituted a separate operating
segment, the investment banking segment, and accordingly, the Company has
reported its operations as discontinued for all periods presented. On May
2, 2003, the Company entered into a Stock Purchase Agreement whereby the
Company agreed to sell all of the issued and outstanding capital stock of
Ewing.

On June 16, 2003, the Company sold Ewing pursuant to the terms of a Stock
Purchase Agreement dated May 2, 2003. The purchaser acquired all of the
issued and outstanding capital stock of Ewing for an aggregate purchase
price of $300,000, which was paid in cash by purchaser at the closing of
the transaction. The Company used $247,783 of the net proceeds to reduce
debt and $37,500 to reduce deferred compensation. The Company recorded a
$58,932 gain on the sale of discontinued operations.

Ewings assets and liabilities as of June 30, 2003 and December 31, 2002
consisted of the following:

2003
    
    2002Assets:Cash and cash equivalents
    
    $
    
    
    
    $
    305,613Accounts receivable
    
    
    
    
    
    
    7,329Prepaid and other assets
    
    
    
    
    
    
    24,881Equipment, net of accumulated depreciation
    
    
    
    
    
    
    15,575Goodwill, net of accumulated amortization
    
    
    
    
    
    
    33,891
    
    
    
    387,289Liabilities:Accounts payable and accrued expenses
    
    
    
    
    
    
    57,100Other
    
    
    
    
    
    
    32,686$
    
    
    
    $
    89,786


Income from discontinued operations for the six months ended June 30, 2002
includes revenues of approximately $7.0 million earned under a single
contract with the Federal Deposit Insurance Corporation and expenses
incurred of approximately $3.7 million. The contract, which was
nonrecurring, began in January 2002 and ended in June 2002.

9



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIES
 
Notes to Consolidated Financial Statements
June 30, 2003

(3) Notes Payable

The notes payable at June 30, 2003 and December 31, 2002 consist of the
following:

2003
    
    2002Subordinated convertible promissory notes payable to former
shareholder of Ewing, interest due quarterly at 8.0%,
unsecured, principal payment of $25,000 due on
December 31, 2003, and $75,000 due on December 31,
2004.
    
    $
    100,000
    
    
    $
    200,000Note payable to Wachovia Bank, National Association interest
at prime plus 4.75% (9.0% at June 30, 2003) and interest
at LIBOR plus 2.5% (3.9% at December 31, 2002), principal
plus interest originally due on February 28, 2003 and extended
to November 2003.
    
    
    300,000
    
    
    
    400,000Note payable to a bank, principal is due on demand but no later
than August 4, 2003. Interest is payable monthly at a rate
of prime plus 1.0% (5.0% at June 30, 2003).
    
    
    15,217
    
    
    
    Note payable to a bank, principal is due on demand but no later
than June 1, 2004, secured by personal guarantees by two
officers of the Company. Interest is payable monthly at a rate of
prime plus .5% (4.5% at June 30, 2003).
    
    
    250,000
    
    
    
    665,217
    
    
    
    600,000Less current portion
    
    
    590,217
    
    
    
    600,000Notes payable, net of current portion
    
    $
    75,000
    
    
    $
    


On June 16, 2003, the former shareholder of Ewing agreed to extend the
payment terms of the $100,000 principal payment originally due on December
31, 2003. Under the new agreement, a $25,000 principal payment is due on
December 31, 2003 and the remaining $75,000 in principal is due on December
31, 2004. Interest will continue to be payable quarterly at an annual rate
of 8% until the loan is paid in full.

On March 25, 2003, the $400,000 note payable to Wachovia Bank,
National Association, originally due February 28, 2003 was extended by
a Renewal Promissory Note to July 5, 2003, with monthly principal
payments of $100,000 commencing April 5, 2003. The Company made a
$100,000 principal payment on April 1, 2003.

On June 11, 2003, the Company received a notice of default from Wachovia
Bank, National Association with respect to the indebtedness of the Company
represented by that certain Renewal Promissory Note dated March 25, 2003.
The default notice related to the Companys non-payment of three
consecutive $100,000 monthly principal payments due in May, June and July
2003 under the terms of the Renewal Promissory Note.

10



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND
SUBSIDIARIES

Notes to Consolidated Financial Statements
June 30, 2003

On July 31, 2003, the Company entered into a Forbearance Agreement
with Wachovia Bank, National Association as a result of the Companys
non-payment of the $100,000 monthly principal payments due in May,
June and July 2003 under the Renewal Promissory Note dated March 25,
2003. The Forbearance Agreement required that the Company make an
immediate payment of $50,000 in principal plus $4,129 of accrued
interest, a $50,000 principal payment by October 15, 2003 and a
forbearance fee of $5,000 no later than November 15, 2003. On August
1, 2003, the Company paid $54,129 in accordance with the terms of the
Forbearance Agreement. On November 15, 2003, Wachovia Bank, National
Association at its option, can demand payment in full or structure the
remaining principal balance of $200,000 to be paid by the Company in
installments of $60,000 per quarter commencing January 15, 2004 until
the note is paid in full. Interest is payable monthly at an annual
rate of prime plus 4.75%.

(4) Related Party Transactions

The Company performs certain investment management functions for Intrepid
Capital, L.P, and during the six months ended June 30, 2003 and 2002,
received $31,692 and $34,313, respectively, for such services.

(5) Segments

During 2003 and 2002, the Company operated in one principal segment,
investment management. The operations of Ewing formerly constituted a
separate operating segment, the investment banking segment, which have been
reclassified as a discontinued operation. The Company assesses and
measures operating performance based upon the net income (loss) derived
from each of its operating segments, exclusive of the impact of corporate
expenses.

The revenues and net loss for each of the reportable segments are
summarized as follows for the three and six month periods ended June 30,
2003 and 2002:

Three months ended June 30
    
    Six months ended June 302003
    
    2002
    
    2003
    
    2002Revenues:Investment management segment
    
    $
    927,195
    
    
    $
    807,808
    
    
    $
    1,850,187
    
    
    $
    1,648,371Corporate
    
    
    109,932
    
    
    
    278,396
    
    
    
    89,237
    
    
    
    317,373Intersegment revenues
    
    
    (96,650
    )
    
    
    (233,884
    )
    
    
    (74,501
    )
    
    
    (271,384
    )$
    940,477
    
    
    $
    852,320
    
    
    $
    1,864,923
    
    
    $
    1,694,360Net loss from continuing operations:Investment management segment
    
    $
    (550,494
    )
    
    $
    (174,977
    )
    
    $
    (822,916
    )
    
    $
    (273,717
    )Corporate
    
    
    (224,466
    )
    
    
    (1,076,356
    )
    
    
    (526,019
    )
    
    
    (1,129,220
    )$
    (774,960
    )
    
    $
    (1,251,333
    )
    
    $
    (1,348,935
    )
    
    $
    (1,402,937
    )


11



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements
June 30, 2003

The total assets for each of the reportable segments are summarized as
follows as of June 30, 2003 and December 31, 2002. Non segment assets
consist primarily of cash, certain investments and other assets, which are
recorded at the parent company level.

2003
    
    2002Assets:Investment management segment
    
    $
    4,464,037
    
    
    $
    4,729,825Other
    
    
    714,200
    
    
    
    1,150,823Discontinued operation
    
    
    
    
    
    
    387,289$
    5,178,237
    
    
    $
    6,267,937


(6) Liquidity

The Companys current assets consist generally of interest in an equity
fund, accounts receivable, and prepaid assets. The Company has financed
its operations with funds provided by operations, proceeds from notes
payable, liquidation of cash surrender value of insurance policies, and
proceeds from the divesture of Ewing (see note 2). The Company has
developed and is implementing a refocused strategy plan that includes
internal revenue growth, cost reductions, and operational efficiencies.

The Company believes that the divesture of Ewing will allow management to
focus on leveraging the Companys expertise in investment management
services. By more closely aligning sales, client relationship management,
and fund management, the Company believes that additional revenue sources
can be derived from current relationships. The Company has taken steps,
and is continuing to take additional steps, which will allow the Company to
deliver superior service and performance at a reduced cost. These steps
have led to a strategic reduction in recurring operating costs, as well as
a more beneficial debt reduction schedule for the Company. Management is
also looking at creating back-office efficiencies through the use of
technology, work flow processes, and the consolidation of functions.
Management believes that an improved organizational structure is beneficial
to the Company today, and will be beneficial to the Companys future
success.

While management believes that it will
be able to support its current
operations, debt service requirements (see note 3) and capital needs through its current cash flow, management is
exploring and identifying potential equity sources of capital from private
investors, which would give the Company more flexibility in its operations
and debt reduction. Management cannot provide any assurances that such a
transaction will take place. If adequate funds are not available, the
Companys refocused strategy would be significantly limited, and such
funding limitation would have a material adverse effect on the Companys
business, results of operations, and financial condition.

(7) Goodwill and Intangible Assets

Goodwill at June 30, 2003 of $3,564,898 was recorded as a part of the
purchase of ICC and, accordingly, was allocated to the investment
management segment. The Companys goodwill was recorded after the
Companys adoption of Statement of Financial Accounting Standards No. 142,
Goodwill and Other Intangible Assets (FAS 142) and is being carried at
cost. Management tests for impairment on an annual basis and between
annual tests in certain circumstances in accordance with FAS 142.

12



---



##### Table of Contents



INTREPID CAPITAL CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements
June 30, 2003

The Company has determined that certain identifiable intangible assets
exist which are attributable to the estimated fair value of investment
management contracts and customer relationships which were acquired through
the purchase of ICC and have been allocated to the investment management
segment. At June 30, 2003, identifiable intangible assets amounted to
$723,006, net of accumulated amortization of $168,217. Amortization
expense was $56,590 for the six months ended June 30, 2003.

(8) Severance Agreement

On
June 6, 2003, the Company entered into a Complete and Permanent
Waiver, Release and Severance Agreement with Michael J. Wallace, the
Companys former Chief Financial Officer and a member of its
Board of Directors. The agreement called for Mr. Wallace to
receive, in consideration for signing the agreement, 6 months of
income based on current annual salary, reimbursement of up to $500
for outplacement services provided to him by Career Florida.com of
Jacksonville, and payment of his Company provided health insurance
premiums for 6 months. In consideration for entering into this
agreement, the Company received from Mr. Wallace affirmative
acknowledgement of his Confidentiality Agreement, as well as other
promises, releases, waivers and obligations bound by this agreement.
At June 30, 2003, the terms of the agreement have been properly
reflected in accrued expenses.

(9) Subsequent Events

On July 31, 2003, the Company entered into a Forbearance Agreement
with Wachovia Bank, National Association as a result of the Companys
non-payment of the $100,000 monthly principal payments due in May,
June and July 2003 under the Renewal Promissory Note dated March 25,
2003. The Forbearance Agreement required that the Company make an
immediate payment of $50,000 in principal plus $4,129 of accrued
interest, a $50,000 principal payment by October 15, 2003 and a
forbearance fee of $5,000 no later than November 15, 2003. On August
1, 2003, the Company paid $54,129 in accordance with the terms of the
Forbearance Agreement. On November 15, 2003, Wachovia Bank, National
Association at its option, can demand payment in full or structure the
remaining principal balance of $200,000 to be paid by the Company in
installments of $60,000 per quarter commencing January 15, 2004 until
the note is paid in full. Interest is payable monthly at an annual
rate of prime plus 4.75%.

On July 21, 2003, the Company entered into a Satisfaction of Subordinated
Indebtedness agreement to permit the discounting and prepayment of two
subordinated promissory notes receivable in the amounts of $150,000 and
$173,919 owed to Enviroq Corporation, a wholly owned subsidiary of the
Company, from Sprayroq of Ohio, Inc. The Company received a total sum of
$200,000 in prepayment of the outstanding principal balance of $323,919 and
accrued interest of $15,116. The Company recorded a loss in the amount of
$139,035 on the settlement of the notes.

ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

As provided by the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, the Company cautions that statements in this
Quarterly Report onForm 10-QSBthat are forward-looking statements represent
managements belief and assumptions based on currently available information.
Forward-looking statements can be identified by the use of words such as
believes, intends, may, should, anticipates, expected, estimated,
projected or comparable terminology, or by discussion of strategies or
trends. Although the Company believes the expectations reflected in such
forward-looking statements are reasonable, it cannot give any assurances that
these expectations will prove to be correct. Such statements, by their nature,
involve substantial risks and uncertainties that could significantly impact
expected results, and actual future results could differ materially from those
described in such forward-looking statements. While it is not possible to
identify all factors, the Company continues to face many risks and
uncertainties. Among the factors that could cause actual future results to
differ materially are the risks and uncertainties discussed in this Quarterly
Report onForm 10-QSBand those described from time to time in the Companys
other filings with the SEC and the risk that the underlying assumptions made by
management in this Quarterly Report onForm 10-QSBare not, in fact, correct.
Should one or more of these risks materialize (or the consequences of such a
development worsen), or should the underlying assumptions prove incorrect,
actual results could differ materially from those forecasted or expected. The
Company disclaims any intention or obligation to update or revise any
forward-looking statement whether as a result of new information, future events
or otherwise.

13



---



##### Table of Contents



Critical Accounting Policies and Estimates

The discussion and analysis of the Companys financial condition and
results of operations are based on the Companys consolidated financial
statements which have been prepared in accordance with accounting principles
generally accepted in the United States of America. The preparation of these
financial statements requires us to make estimates and judgments that affect
the reported amounts of assets and liabilities, revenues and expenses, and
related disclosures of contingent assets and liabilities. We base these
estimates on historical experience and on various other assumptions that
management believes are reasonable under the circumstances; additionally we
evaluate these results on an on-going basis. Actual results may differ from
these estimates under different assumptions or conditions.

The Company has a significant amount of goodwill and identifiable
intangible assets recorded on its financial statements. The Companys
identifiable intangible assets consist of investment management contracts and
customer relationships. Managements allocation of purchase price to these
identifiable intangible assets requires estimates about the amount and useful
lives of identifiable intangible assets acquired. These estimates require a
significant degree of estimates based on managements assumptions regarding
future cash flows, account retention, expected profit margins, and applicable
discount rates and are subject to uncertainty and may differ significantly from
actual results under different assumptions or conditions.

The Company completed its initial assessment of impairment for goodwill
and identifiable intangible assets during the first quarter of 2003.
Management assessed the recoverability of the identifiable intangible assets
and determined there to be no impairment based on its estimates and analysis of
future cash flows. Management will continue to assess recoverability whenever
events or circumstances indicate they may be impaired and monitor the future
results of the investment management segment. In addition, the Company will
review goodwill and intangible assets for impairment in accordance with
existing accounting pronouncements and has set an annual impairment test date
for goodwill of December 31. Such review will involve the Companys
determination of reporting unit fair values through estimation of projected
cash flows, discount rates, future performance and other variables, which will
require a significant amount of judgment by the Companys management.

Discontinued Operations

During the first quarter of 2003, the Company decided to pursue the
divesture of Ewing, which formerly constituted a separate operating segment,
the investment banking segment, and accordingly, the Company has reported its
operations as discontinued for all periods presented. On May 2, 2003, the
Company entered into a Stock Purchase Agreement whereby the Company agreed to
sell all of the issued and outstanding capital stock of Ewing.

On June 16, 2003, the Company sold Ewing pursuant to the terms of a Stock
Purchase Agreement dated May 2, 2003. The purchaser acquired all of the issued
and outstanding capital stock of Ewing for an aggregate purchase price of
$300,000, which amount was paid in cash by purchaser at the closing of the
transaction. The Company used $247,783 of the net proceeds to reduce debt and
$37,500 to reduce deferred compensation. The Company recorded a $58,932 gain
on the sale of discontinued operations.

Revenues from Ewing were $115,778 and $4,459,370 for the three months
ended June 30, 2003 and 2002, respectively. The income (loss) from
discontinued operations for Ewing was ($109,764) and $1,551,650 for the three
months ended June 30, 2003 and 2002, respectively.

Revenues from Ewing were $699,554 and $7,875,799 for the six months ended
June 30, 2003 and 2002, respectively. The income (loss) from discontinued
operations for Ewing was ($87,940) and $2,604,415 for the six months ended June
30, 2003 and 2002, respectively.

14



---



##### Table of Contents



Liquidity and Capital Resources

The Companys current assets consist generally of interest in an equity
fund, accounts receivable, and prepaid assets. The Company has financed its
operations with funds provided by operations, proceeds from notes payable,
liquidation of cash surrender value of insurance policies, and proceeds from
the divesture of Ewing (see note 2). The Company has developed and is
implementing a refocused strategy plan that includes internal revenue growth,
cost reductions, and operational efficiencies.

The Company believes that the divesture of Ewing will allow management to
focus on leveraging the Companys expertise in investment management services.
By more closely aligning sales, client relationship management, and fund
management, the Company believes that additional revenue sources can be derived
from current relationships. The Company has taken steps, and is continuing to
take additional steps, which will allow the Company to deliver superior service
and performance at a reduced cost. These steps have led to a strategic
reduction in recurring operating costs, as well as a more beneficial debt
reduction schedule for the Company. Management is also looking at creating
back-office efficiencies through the use of technology, work flow processes,
and the consolidation of functions. Management believes that an improved
organizational structure is beneficial to the Company today, and will be
beneficial to the Companys future success.

While management believes that it will be able to support its current
operations, debt service requirements and capital needs through its current cash flow, management is
exploring and identifying potential equity sources of capital from private
investors, which would give the Company more flexibility in its operations and
debt reduction. Management cannot provide any assurances that such a
transaction will take place. If adequate funds are not available, the
Companys refocused strategy would be significantly limited, and such funding
limitation would have a material adverse effect on the Companys business,
results of operations, and financial condition.

For the six months ended June 30, 2003, the net cash used in operating
activities of $318,769 was primarily attributable to excess salary and
benefits, costs related to nonperforming sales staff, and excess administrative
staff, offset by the receipt of a $420,000 tax refund and an increase of
$488,716 in accounts payable and accrued expenses. Net cash provided by
investing activities of $262,479 was primarily due to the net proceeds received
from the divestment of Ewing in June 2003. Net cash provided by financing
activities of $50,970 was attributable to proceeds of $500,000 from notes
payable and $120,000 from life insurance cash surrender value loans offset by
principal payments on notes payable of $434,783 and preferred stock dividends
paid of $134,247.

Results of Operations

The Company has invested and plans to continue to focus on the development
of its investment management segment. ICM has several portfolio styles, ranked
by independent sources such as Effron-PSN, CheckFree Investment Services,
Nelson Information and Money Manager Review, in the top percentile of all
investment managers for both performance and risk control. The Company is
investing in human capital through the retention of portfolio management
professionals and investment management sales professionals, and has sales
promotion efforts, through advertising and marketing, aimed at branding and
broadening ICMs investment management market share and presence.

The Company is currently experiencing operational losses for 2003 as a
result of its expenditures on sales and administrative salaries and expenses.
Management has taken corrective measures to reduce sales and administrative
costs, and believes that its current operational expenses are justified by the
investment management revenue, which management expects to see increasing
throughout the remainder of 2003 and in 2004.

15



---



##### Table of Contents



Three Months Ended June 30, 2003 Compared to the Three Months Ended June 30,
2002

Total revenues were $940,477 for the three months ended June 30, 2003,
compared to $852,320 for the three months ended June 30, 2002, representing a
10.4% increase.

Investment management fees increased $91,381, or 11.3%, to $901,663.
Investment management fees represent revenue earned by ICM for investment
advisory services. The fees earned are generally a function of the overall fee
rate charged to each account and the level of Assets Under Management (AUM).
Quarterly management fees are billed on the first day of each quarter based on
each account value at the market close of the prior quarter. AUM was $487.3
million at March 31, 2003, compared to $475.5 million at March 31, 2002. The
increase in investment management fees for the three months ended June 30, 2003
relates to an increase in AUM of 2.5% as a result of the net addition of new
clients and an increase of 8.6% in the average investment management fee rate
charged per dollar of AUM. At June 30, 2003, AUM was $532.9 million compared
to $452.1 million at June 30, 2002.

Other income decreased $3,224, or 7.7%, to $38,814. The decrease is
primarily attributable to a one-time management account referral fee of $20,706
received in the second quarter of 2002 offset by an increase in
investment-related record keeping fees of $17,802 in the second quarter of
2003.

Total
expenses were $1,715,437 for the three months ended June 30, 2003,
compared to $1,917,379 for the three months ended June 30, 2002, representing a
decrease of $201,942, or 10.5%.

Compensation and benefits decreased $133,389, or 10.5%, to $1,138,598.
Compensation and benefits represent fixed salaries, performance bonuses,
commissions, temporary staffing costs, severance costs, and other related
employee benefits. The decrease is primarily attributable to a one-time
deferred compensation accrual of $364,000 in the second quarter of 2002, offset
by an increase in compensation and benefits expense associated with severance
costs incurred in 2003 and the hiring of thirteen personnel, five near the end
of the second quarter of 2002 and eight in the third quarter of 2002.

Advertising and marketing expenses decreased $17,500, or 10.1%, to
$155,016. The decrease is primarily attributable to a decrease in travel and
entertainment expenses of $60,000 associated with managements efforts to
reduce operating costs, offset by an increase of $39,000 related to the
production of a national television commercial aimed at informing prospective
clients of ICMs top-tier investment performance.

Occupancy and maintenance expenses decreased $12,185, or 11.0%, to
$98,863. The decrease is attributable to reduced occupancy costs of $13,600 as
a result of the integration of the ICM and ICC operations in the Jacksonville
Beach, Florida office during the second quarter of 2002.

Interest expense decreased $713, or 4.6%, to $14,854. The decrease is
primarily attributable to the reduction of $200,000 of notes payable in the
first quarter of 2003 offset by the addition of interest expense associated
with deferred compensation commencing in the third quarter of 2002.

Other
expenses decreased $40,807, or 25.1%, to $121,501. The decrease is
primarily attributable to the reduction of office supplies of $19,300, printing
costs of $13,000 as a result of the integration of the ICM and ICC operations
in the Jacksonville Beach, Florida office during the second quarter of 2002.

Six Months Ended June 30, 2003 Compared to the Six Months Ended June 30, 2002

Total revenues were $1,864,923 for the six months ended June 30, 2003,
compared to $1,694,360 for the six months ended June 30, 2002, representing a
10.1% increase.

Investment management fees increased $167,837, or 10.2%, to $1,811,598.
Investment management fees represent revenue earned by ICM for investment
advisory services. The fees earned are generally a function of the overall fee
rate charged to each account and the level of Assets

16



---



##### Table of Contents



Under Management (AUM). Quarterly management fees are billed on the first day
of each quarter based on each account value at the market close of the prior
quarter. AUM was $469.1 million at December 31, 2002, compared to $458.4
million at December 31, 2001. AUM was $487.3 million at March 31, 2003,
compared to $475.5 million at March 31, 2002. The weighted average AUM
increased 2.4% from $467.0 to $478.2 for the six month period ended June 30,
2002 and 2003, respectively. The increase in investment management fees for
the six months ended June 30, 2003 relates to an increase in AUM of 2.4% as a
result of the net addition of new clients and an increase of 8.6% in the
average investment management fee rate charged per dollar of AUM. At June 30,
2003, AUM was $532.9 million compared to $452.1 million at June 30, 2002.

Other income increased $2,726, or 5.4%, to $53,325. The increase is
primarily attributable to a one-time management account referral fee of $20,706
received in the second quarter of 2002, a decrease of $6,835 in the annual life
insurance cash surrender value appreciation and a decrease of $3,942 in
subsidiary income, offset by an increase in investment-related record keeping
fees of $38,279 in the second quarter of 2003.

Total
expenses were $3,213,858 for the six months ended June 30, 2003,
compared to $3,179,818 for the six months ended June 30, 2002, representing a
decrease of $34,040, or 1.1%.

Compensation and benefits decreased $71,771, or 3.6%, to $1,942,492.
Compensation and benefits represent fixed salaries, performance bonuses,
commissions, temporary staffing costs, severance costs, payroll taxes and other
related employee benefits. The decrease is primarily attributable to a one
time deferred compensation accrual of $364,000 in the second quarter of 2002,
offset by an increase in compensation and benefits expense associated with
severance costs incurred in 2003 and the hiring of thirteen personnel, five
near the end of the second quarter of 2002 and eight in the third quarter of
2002.

Advertising and marketing expenses increased $130,461, or 49.1%, to
$396,133. The decrease is primarily attributable to a decrease in travel and
entertainment expenses of $38,000 associated with managements efforts to
reduce operating costs, offset by an increase of $154,000 related to the
production of a national television commercial aimed at informing prospective
clients of ICMs top-tier investment performance.

Professional and regulatory fees increased $78,707, or 33.8%, to $311,397.
The increase is primarily attributable to an increase in information
technology and investment research services.

Occupancy and maintenance expenses decreased $31,362, or 14.4%, to
$186,182. The decrease is attributable to reduced occupancy costs of $13,600
and a reduction of maintenance costs of $12,700 as a result of the integration
of the ICM and ICC operations in the Jacksonville Beach, Florida office during
the second quarter of 2002.

Interest expense decreased $33,466, or 50.1%, to $33,396. The decrease is
primarily attributable to the decrease of interest on the AJG note resulting
from its conversion into shares of the Companys Class A Cumulative Convertible
Pay-In-Kind Preferred Stock at the end of the first quarter of 2002, offset by
the addition of interest expense associated with deferred compensation
commencing in the third quarter of 2002 and a $400,000 bank note commencing in
the fourth quarter of 2002.

Other
expenses decreased $48,887, or 17.5%, to $230,202. The decrease is
primarily attributable to the reduction of office supplies of $20,300 and
printing costs of $20,700 as a result of the integration of the ICM and ICC
operations in the Jacksonville Beach, Florida office during the second quarter
of 2002.

17



---



##### Table of Contents



ITEM 3. CONTROLS AND PROCEDURES

Based on their evaluation of the Companys disclosure controls and
procedures as of a date within 90 days of the filing of this Report, the
President and Chief Executive Officer and the Chief Financial Officer of the
Company have concluded that such controls and procedures are effective. There
were no significant changes in the Companys internal controls or in other
factors that could significantly affect such controls subsequent to the date of
their evaluation.

PART II  OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

There are no legal proceedings pending, or to the Companys knowledge,
threatened against the Company or any of its subsidiaries.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

On June 11, 2003, the Company received a notice of default from Wachovia
Bank, National Association with respect to the indebtedness of the Company
represented by that certain Renewal Promissory Note dated March 25, 2003. The
default notice related to the Companys non-payment of three consecutive
$100,000 monthly principal payments due in May, June and July 2003 under the
terms of the Renewal Promissory Note.

On July 31, 2003, the Company entered into a Forbearance Agreement with
Wachovia Bank, National Association as a result of the Companys non-payment of
the $100,000 monthly principal payments due in May, June and July 2003 under
the Renewal Promissory Note dated March 25, 2003. The Forbearance Agreement
required that the Company make a an immediate payment of $50,000 principal plus
$4,129 of accrued interest, a $50,000 principal payment by October 15, 2003 and
a forbearance fee of $5,000 no later than November 15, 2003. On August 1,
2003, the Company paid $54,129 in accordance with the terms of the Forbearance
Agreement. On November 15, 2003, Wachovia Bank, National Association at its
option, can demand payment in full or structure the remaining principal balance of $200,000 to be paid by
the Company in installments of $60,000 per quarter commencing January 15, 2004
until the note is paid in full. Interest is payable monthly at an annual rate
of prime plus 4.75%.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

On July 21, 2003, the Company entered into a Satisfaction of Subordinated
Indebtedness agreement to permit the discounting and prepayment of two
subordinated promissory notes receivable in the amounts of $150,000 and
$173,919 owed to Enviroq Corporation, a wholly

18



---



##### Table of Contents



owned subsidiary of the Company, from Sprayroq of Ohio, Inc. The Company received a total sum of
$200,000 in prepayment of the outstanding principal balance of $323,919 and
accrued interest of $15,116. The Company recorded a loss in the amount of
$139,035 on the settlement of the notes.

The description contained herein of the Satisfaction of Subordinated
Indebtedness Agreement is qualified in its entirety by reference to the
Satisfaction of Subordinated Indebtedness Agreement, a copy of which is
attached hereto and incorporated herein by reference as Exhibit 10.2.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits:

10.1
    
    Stock Purchase Agreement dated as of May 2, 2003 among Intrepid Capital
Corporation and Ewing Capital Partners, LLC (filed as Exhibit 10.1 to the
Companys Current Report on Form 8-K filed with the Commission on July 1,
2003).10.2
    
    Satisfaction of Subordinated Indebtedness dated as of July 21, 2003 among
Intrepid Capital Corporation, Westfield Bank, FSB, Sprayroq of Ohio, Inc.,
Enviroq Corporation and others.10.3
    
    Forbearance Agreement dated as of July 31, 2003 among Intrepid Capital
Corporation and Wachovia Bank, National Association.10.4
    
    Complete and Permanent Waiver, Release and Severance Agreement dated
June 6, 2003 between Intrepid Capital
Corporation and Michael J. Wallace.31.1
    
    Certification of the Companys Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    Certification of the Companys Chief Financial Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    
    Certification of the Companys Chief Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of the Companys Chief Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.


(b) Reports on Form 8-K:

Current Reports on Form 8-K were filed by the Company during the six month
period ended June 30, 2003 as follows:

On June 5, 2003, the Company filed a Current Report on Form 8-K dated June 2,
2003, concerning the resignation of Forrest Travis. The Current Report was
filed under Item 5, Other Events, and Item 7, Financial Statements, Pro Forma
Financial Information and Exhibits. No financial statements were filed
therewith.

On July 1, 2003, the Company filed a Current Report on Form 8-K dated June 16,
2003, concerning the sale of stock of Ewing. The Current Report was filed
under Item 5, Other Events, and Item 7, Financial Statements, Pro Forma
Financial Information and Exhibits. No financial statements were filed
therewith.

On July 21, 2003, the Company filed a Report on Form 8-K dated July 18, 2003,
concerning the restatement of certain of the Companys financial statements.
The Current Report was filed under Item 7, Financial Statements, Pro Forma
Financial Information and Exhibits and Item 9, Information Furnished Under Item
12 (Results of Operations and Financial Condition). No financial statements
were filed therewith.

19



---



##### Table of Contents



SIGNATURES AND CERTIFICATIONS

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.

INTREPID CAPITAL CORPORATIONBy
    
    /s/ Mark F. TravisMark F. Travis, President and
Chief Executive OfficerDated:
September 19, 2003By
    
    /s/ Donald C. WhiteDonald C. White, Chief
Financial OfficerDated:
September 19, 2003


20



---



##### Table of Contents



EXHIBIT INDEX

10.1
    
    Stock Purchase Agreement dated as of May 2, 2003 among Intrepid Capital
Corporation and Ewing Capital Partners, LLC (filed as Exhibit 10.1 to the
Companys Current Report on Form 8-K filed with the Commission on July 1,
2003).10.2
    
    Satisfaction of Subordinated Indebtedness dated as of July 21, 2003 among
Intrepid Capital Corporation, Westfield Bank, FSB, Sprayroq of Ohio, Inc.,
Enviroq Corporation and others.10.3
    
    Forbearance Agreement dated as of July 31, 2003 among Intrepid Capital
Corporation and Wachovia Bank, National Association.10.4
    
    Complete and Permanent Waiver, Release and Severance Agreement dated
June 6, 2003 between Intrepid Capital Corporation and Michael J.
Wallace.31.1
    
    Certification of the Companys Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    Certification of the Companys Chief Financial Officer pursuant to
Section 3026 of the Sarbanes-Oxley Act of 2002.32.1
    
    Certification of the Companys Chief Executive Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of the Companys Chief Financial Officer pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.


21