SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549
                        ----------------------

                             FORM 10-KSB/A
                           (Amendment No. 1)

    [X] Annual Report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934

    For the fiscal year ended December 31, 1997 or

    [ ] 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 0-4057

                           PORTSMOUTH SQUARE, INC.
                       ------------------------------
                (Name of Small Business Issuer in Its Charter)

           California                                     94-1674111
  ------------------------------                     ---------------------
 (State or Other Jurisdiction of                          (IRS Employer
   Incorporation or Organization)                       Identification No.)

  2251 San Diego Avenue, Suite A-151                     
  San Diego, California                                  92110-2926
  ----------------------------------                 ---------------------
  (Address of Principal Executive Offices)               (Zip Code)

                               (619) 298-7201
               ---------------------------------------------------
               (Registrant's Telephone Number, Including Area Code)

       Securities registered pursuant to Section 12(b) of the Act: None

       Securities registered pursuant to Section 12(g) of the Act:
                                 
                        Common Stock, No Par Value
                        --------------------------
                              Title of Class
 
     Check whether the issuer: (1) has filed all reports required to be filed 
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the 
preceding 12 months (or for such shorter period that the registrant was 
required to file such reports), and (2) has been subject to such filing 
requirements for the past 90 days.  Yes [X]   No [ ]

     Check if there is no disclosure of delinquent filers pursuant to Item 
405 of Regulation S-B is not contained herein, and will not be contained, to 
the best of registrant's knowledge, in definitive proxy or information 
statements incorporated by reference in Part III of this Form 10-KSB or any 
amendments to this Form 10-KSB. [X]

     The issuer's revenues for its most recent fiscal year were $2,585,792.


     The aggregate market value of the common equity held by non-affiliates 
of issuer computed by reference to the price at which the stock sold on March 
11, 1998 was $4,612,073.

    The number of shares outstanding of issuers No Par Value Common Stock, as 
of March 13, 1998, was 734,183.

<PAGE> 9

Item 7. Financial Statements

INDEX TO FINANCIAL STATEMENTS                                    PAGE

Report of Independent Accountants-Price Waterhouse LLP            10
Report of Ernst & Young LLP, Independent Auditors                 10(a)
Balance Sheet - December 31, 1997                                 11
Statements of Income - Years Ended                                12
  December 31, 1997 and 1996 
Statements of Shareholders' Equity                                13
Statements of Cash Flows - Years Ended                            14 
  December 31, 1997 and 1996
Notes to the Financial Statements                                 15

<PAGE> 10


                      Report of Independent Accountants

March 25, 1998

To the Board of Directors and Shareholders of 
Portsmouth Square, Inc.

In our opinion, the accompanying balance sheet and the related statements of 
income, of cash flows, and changes in shareholders' equity present fairly, in 
all material respects, the financial position of Portsmouth Square, Inc. at 
December 31, 1997, and the results of its operations and their cash flows for 
the year ended December 31, 1997, in conformity with generally accepted 
accounting principles.  These financial statements are the responsibility of 
the Company's management; our responsibility is to express an opinion on 
these financial statements based on our audit.  We conducted our audit of these 
statements in accordance with generally accepted auditing standards which 
require that we plan and perform the audit to obtain reasonable assurance 
about whether the financial statements are free of material misstatement.  An 
audit includes examining, on a test basis, evidence supporting the amounts 
and disclosures in the financial statements, assessing the accounting 
principles used and significant estimates made by management, and evaluating 
the overall financial statement presentation.  We believe that our audit 
provides a reasonable basis for the opinion expressed above.  The financial 
statements of Portsmouth Square, Inc. for the year ended December 31, 1996 
were audited by other independent accountants whose report dated February 21, 
1997 expressed an unqualified opinion on those statements.


/s/ Price Waterhouse LLP

<PAGE> 10(a)



              Report of Ernst & Young LLP, Independent Auditors

Board of Directors and Shareholders
Portsmouth Square, Inc.

We have audited the accompanying statement of income, shareholders' equity and 
cash flows for the year ended December 31, 1996 of Portsmouth Square, Inc.  
These financial statements are the responsibility of the Company's management. 
Our responsibility is to express an opinion on these financial statements 
based on our audit.

We conducted our audit in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free of 
material misstatement.  An audit includes examining, on a test basis, evidence 
supporting the amounts and disclosures in the financial statements.  An audit 
also includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall financial 
statement presentation.  We believe that our audit provides a reasonable basis 
for our opinion.
  
In our opinion, the financial statements referred to above present fairly, in 
all material respects, the results of operations and cash flows for the 
year ended December 31, 1996 of Portsmouth Square, Inc., in conformity with 
generally accepted accounting principles. 
  
                                                     /s/  ERNST & YOUNG LLP

San Diego, California
February 21, 1997

<PAGE> 11
<TABLE>
<CAPTION>

PORTSMOUTH SQUARE, INC.

Balance Sheet
------------------------------------------------------------------------------

                                                         December 31, 1997
                                                         -----------------
<S>                                                         <C>
Assets

  Cash and cash equivalents                                 $    56,348
  Investment in marketable securities                         1,877,532
  Investment in Justice Investors                             1,334,114
  Other investments                                              87,500
  Note receivable                                                60,000
  Other assets                                                  155,844
                                                             ----------
    Total assets                                            $ 3,571,338
                                                             ==========



Liabilities and Shareholders' Equity
 
Liabilities
  Due to securities broker                                  $   664,211
  Accounts payable and accrued expenses                          40,489
  Due to Santa Fe Financial Corporation                          17,503
  Other liabilities                                             145,916
                                                             ----------
    Total liabilities                                           868,119
                                                             ----------

Commitments and contingencies

Shareholders' equity
  Common stock, no par value:
    Authorized shares - 750,000
    Issued and outstanding shares - 734,183                  2,092,300
  Additional paid-in-capital                                   915,676
  Unrealized gain on investment securities,
    net of deferred taxes                                       96,476
  Accumulated deficit                                         (401,233)
                                                            ----------
    Total shareholders equity                                2,703,219
                                                            ----------

    Total liabilities and shareholders' equity             $ 3,571,338
                                                             =========

See accompanying notes to financial statements.

</TABLE>

<PAGE> 12
<TABLE>
<CAPTION>

PORTSMOUTH SQUARE, INC.

Statements of Income
------------------------------------------------------------------------------


                                                           Years ended
                                                           December 31, 
                                                      1997            1996
                                                  -----------     -----------
<S>                                               <C>             <C>
Revenues                                         
  Equity in net income of Justice Investors       $ 2,560,805     $ 1,860,190
  Dividend and interest income                        115,586          81,252
  Net investment losses                              (119,100)         (5,596)
  Other income                                         28,501          24,872
                                                    ---------       ---------
                                                    2,585,792       1,960,718
                                                    ---------       ---------

Costs and expenses 
  General and administrative                          322,474         220,185
  Professional and outside services                   128,678          65,726
  Margin interest expense                              32,810               -
                                                    ---------       ---------
                                                      483,962         285,911
                                                    ---------       ---------
Income before income taxes                          2,101,830       1,674,807
Income taxes                                          831,193         670,694
                                                    ---------       --------- 
Net income                                        $ 1,270,637     $ 1,004,113
                                                    =========       =========

  Basic earnings per share                        $      1.71     $      1.34
                                                    =========       =========

  Weighted average number of shares outstanding       744,027         750,000
                                                    =========       =========


See accompanying notes to financial statements

</TABLE>
<PAGE> 13
<TABLE>
<CAPTION>

PORTSMOUTH SQUARE, INC.

Statement of Shareholders' Equity
------------------------------------------------------------------------------
                  
                       Common Stock                       Unrealized
                   ---------------------   Additional      gain on
                    Shares                   paid-in      marketable     Accumulated
                  outstanding   Amount       capital      securities       deficit      Total
                  -----------  ---------    ----------   -----------     -----------  ----------
<S>                 <C>       <C>           <C>           <C>           <C>           <C>     
Balance at 
 December 31, 1995  750,000   $2,092,300    $1,240,291    $       -     $(1,814,809)  $1,517,782

Net income                                                                1,004,113    1,004,113

Dividends paid                                                             (487,500)    (487,500)

Increase in                                                  
 unrealized gain
 on marketable
 securities, net 
 of tax                                                        23,207                     23,207
                     --------   ---------     ---------     ---------      ---------    ---------

Balance at 
 December 31, 1996   750,000    2,092,300     1,240,291        23,207     (1,298,196)  2,057,602

Net income                                                                 1,270,637   1,270,637

Dividends paid                                                              (373,674)   (373,674)

Purchase and
 retirement of
 common stock        (15,817)                  (324,615)                                (324,615)
 
Increase in
 unrealized gain
 on marketable 
 securities, net
 of tax                                                       73,269                      73,269
                     -------   ----------    ----------    ---------     -----------   ----------
Balance at
 December 31, 1997   734,183   $2,092,300    $  915,676   $   96,476     $ (401,233)  $2,703,219



See accompanying notes to financial statements.

</TABLE>
<PAGE> 14
<TABLE>
<CAPTION>

PORTSMOUTH SQUARE, INC.

Statements of Cash Flows
------------------------------------------------------------------------------

                                                     For the years ended
                                                         December 31,
                                                   1997               1996
                                                -----------       -----------
<S>                                             <C>               <C>
Operating activities
Net income                                      $ 1,270,637       $ 1,004,113
Adjustments to reconcile net income to
  net cash used by operating activities:
    Equity in net income of Justice Investors    (2,560,805)       (1,860,190)
    Net investment losses                           119,100             5,596
    Change in assets and liabilities:
      Other assets                                  (78,176)          (12,981)
      Due to Santa Fe Financial Corporation         (29,628)                -
      Accounts payable and other liabilities         36,060            15,487
                                                 ----------        ---------- 
       Net cash used in operating activities     (1,242,812)         (847,975)


Investing activities
Cash distributions from Justice Investors         2,196,180         1,254,960
Purchase of investment securities                (3,129,471)       (1,532,172)
Purchase of other investments                      (100,000)                -
Proceeds from sales of investment securities      2,345,304           427,774
                                                 ----------         ---------
      Net cash provided by investing activities   1,312,013           150,562


Financing activities
Increase in due to securities broker                664,211                 -
Purchase and retirement of common stock            (324,615)                -
Dividends paid                                     (373,674)         (487,500)
                                                 ----------         --------- 
      Net cash used in financing activities         (34,078)         (487,500)
                                                 ----------         ---------

Net increase (decrease) in cash and 
  cash equivalents                                   35,123        (1,184,913)
Cash and cash equivalents at the
  beginning of the year                              21,225         1,206,138)
                                                 ----------        ----------
Cash and cash equivalents at end of year        $    56,348       $    21,225
                                                 ==========        ==========

Supplemental information
Income taxes paid, net of refunds               $   815,000       $   684,203
                                                 ==========        ==========
Margin interest paid                            $    32,810                 -
                                                 ==========        ==========


See accompanying notes to financial statements.  
</TABLE>

<PAGE> 15


PORTSMOUTH SQUARE, INC.
Notes to the Financial Statements
------------------------------------------------------------------------------
NOTE 1 - OWNERSHIP AND SIGNIFICANT ACCOUNTING POLICIES

Ownership

As of December 31, 1997, Santa Fe Financial Corporation (Santa Fe) holds 
480,757 shares, or 65.5%, of Portsmouth Square, Inc.'s (the Company) 
outstanding shares.

Cash Equivalents

The Company considers all highly liquid investments with a maturity of three 
months or less when purchased to be cash equivalents.

Investment in Marketable Securities

The Company has classified its portfolio of marketable investment securities 
as available-for-sale and has reported it at fair value, as primarily 
determined by quoted market prices, with unrealized gains and losses, net of 
deferred taxes, reported in a separate component of shareholders' equity.  
Any unrealized gains or losses related to "naked" short positions are 
recognized in earnings in the current period. The Company borrows funds from 
securities brokers to purchase marketable securities under standard margin 
agreements.

The cost of securities sold is based on a first-in, first-out basis.  
Realized gains and losses are included in net investment losses. 
Interest on securities classified as available-for-sale is included in 
investment and interest income.

Revenue Recognition

During 1997 and 1996, the Company's major source of revenue was its 49.8% 
interest in Justice Investors, a limited partnership which owns and leases a 
hotel in San Francisco, California, in which the Company is both a limited 
and general partner (see Note 3).  The Company accounts for its investment in 
Justice Investors on the equity basis.

Earnings per Share

Effective December 31, 1997, the Company adopted a new accounting standard 
which replaces retroactively the presentation of primary earnings per share 
(EPS) and fully diluted EPS.  The new basic EPS represents net income divided 
by the weighted average common shares outstanding during the period excluding 
any potential dilutive effects.  Diluted EPS gives effect to all potential 
issuances of common stock that would have caused basic EPS to be lower as if 
the issuance had already occurred.  As of December 31, 1997 and 1996, the 
Company did not have any potentially dilutive securities outstanding.

Accounting Standard on Impairment of Long-Lived Assets

During 1996, the Company adopted an accounting standard for the impairment of 
long-lived assets and for long-lived assets to be disposed of.  This standard 
requires the Company to record impairment losses on long-lived assets used in 
operations when indicators of impairment are present and the undiscounted 
cash flows estimated to be generated by those assets are less than their 
carrying amount.  There was no effect on the financial statements from the 
adoption of this standard.

<PAGE> 16

Use of Estimates

The preparation of financial statements in conformity with generally accepted 
accounting principles requires management to make estimates and assumptions 
that affect the reported amounts of assets and liabilities and disclosure of 
contingent assets and liabilities at the date of the financial statements and 
the reported amounts or revenues and expenses during the reporting period.  
Actual results could differ from those estimates.

Income Taxes

Deferred income taxes are determined using the liability method.  A deferred 
tax asset or liability is determined based on the difference between the 
financial statement and tax basis of assets and liabilities as measured by the 
enacted tax rates which will be in effect when these differences reverse.  
Deferred tax expense is the result of changes in the asset and /or liability 
for deferred taxes.

Reclassifications

Certain prior year balances have been reclassified to conform to the current 
year presentation.


NOTE 2 - INVESTMENT IN MARKETABLE SECURITIES

The following is a summary of the Company's investment in marketable 
securities:

<TABLE>
<CAPTION>
                                        Gross          Gross
                                     Unrealized      Unrealized       Fair
                          Cost          Gains          Losses         Value
                       ----------    ----------      ----------     --------- 
<S>                    <C>           <C>            <C>            <C>
December 31, 1997
Equity securities      $1,478,681    $  278,599     $ (152,448)    $1,604,832
Debt securities           237,688        35,012              -        272,700
                        ---------     ---------      ---------      ---------
                       $1,716,369    $  313,611     $ (152,448)    $1,877,532
                        =========     =========      =========      =========


                                         Gross          Gross
                                       Unrealized     Unrealized      Fair
                          Cost           Gains          Losses        Value
                        ---------      ----------    -----------    ---------
December 31, 1996
Equity securities      $  563,048    $   47,673     $  (19,908)    $  590,813
Debt securities           475,753        12,310         (1,307)       486,756
                        ---------     ---------      ---------      ---------
                       $1,038,801    $   59,983     $  (21,215)    $1,077,569
                        =========     =========      =========      =========

</TABLE>

Gross realized gains and losses on sales of investments totaled $200,608 and 
$319,708, respectively, during the year ended December 31, 1997, and $28,102 
and $33,698, respectively, during the year ended December 31, 1996.

<PAGE> 17

At December 31, 1997, the company had short investment positions totaling 
approximately $356,000 all of which were covered by long positions.


The amortized cost and fair value of debt securities at December 31, 1997, by 
contractual maturity, are shown below:

<TABLE>
<CAPTION>
                                                     Cost        Fair Value
                                                  ---------      ----------
 <S>                                             <C>             <C>
 Due after one year through five years           $  100,400      $  102,000
 Due after five years through ten years              60,339          69,450
 Due after ten years                                 76,949         101,250
                                                  ---------       ---------
                                                 $  237,688      $  272,700
                                                  =========       =========

</TABLE>
     
NOTE 3 - INVESTMENT IN JUSTICE INVESTORS

Condensed financial statements for Justice Investors, a limited partnership, 
in which Portsmouth Square, Inc. has a 49.8% interest, are as follows:

<TABLE>
<CAPTION>
CONDENSED BALANCE SHEETS
          
                                                             December 31,
                                                          1997         1996
                                                          ----         ----
<S>                                                    <C>          <C>
Assets

Total current assets - Note A                          $  500,374   $  420,220
Property, plant and equipment, net of accumulated
 depreciation of $10,607,195 in 1997 and
 $10,188,059 in 1996                                    5,968,488    6,220,506
Loan fees and deferred lease costs, net of accumulated
 amortization of $85,741 in 1997 and $54,696 in 1996      224,671      255,716
                                                        ---------    ---------
                                                       $6,693,533   $6,896,442
                                                        =========    =========

Liabilities and partners' equity
Total current liabilities                              $  293,166   $  568,093
Long-term liabilities - Note B                          2,624,127    3,284,288
Partners' capital - Note C                              3,776,240    3,044,061
                                                        ---------    ---------
                                                       $6,693,533   $6,896,442
                                                        =========    =========
</TABLE> 
<TABLE>
<CAPTION>

                         CONDENSED STATEMENTS OF OPERATIONS
          
                                                            December 31,
                                                         1997          1996
                                                         ----          ----
<S>                                                    <C>          <C>
Revenues - Note A                                      $6,194,532   $4,758,778
Costs and expenses                                      1,052,354    1,023,457
                                                        ---------    ---------
 Net income                                            $5,142,178   $3,735,321
                                                        =========    =========
</TABLE>

Note A - Revenues include $1,212,491 and $1,116,019 for the years ended 
December 31, 1997 and 1996, respectively, of garage rental income from the 
garage lessee who is also the managing general partner of Justice Investors.

<PAGE> 18

Justice Investors and the hotel lessee entered into a new lease agreement 
effective January 1, 1995.  The hotel lease provides for Justice Investors to 
20% of hotel room revenue, as defined in the lease, or an annual minimum 
guaranteed rent of $2,500,000 plus 50% of available cash, as defined in the 
lease, and expires December 31, 2004, with a five-year renewal option.  
The parking garage lease for which revenue is based upon a percentage of 
parking receipts, expires on November 30, 2010.

Note B - During 1995, Justice Investors refinanced its long-term debt 
obligations.  The long-term debt at December 31, 1996 and 1995 consists of 
revolving, reducing line of credit agreement payable to Wells Fargo Bank which 
is collateralized by a trust deed on land, hotel property and the Partnership's
interest in hotel and garage leases.  The line of credit agreement provides 
for maximum borrowings at December 31, 1997 of approximately $7,100,000 with 
an annual reduction of the maximum borrowings to approximately $4,500,000 at 
the December 31, 2004 maturity date and generally provides for interest at 
LIBOR plus 2% per annum (the annual rate on $4,000,000 of principal is 
guaranteed not to exceed 11.5%).

Note C - During each of the years ended December 31, 1997 and 1996, total 
annual distributions to partners amounted to approximately $4,410,000 and 
$2,520,000.


NOTE 4 - DUE TO SECURITIES BROKER

A securities broker has advanced funds for the purchase of marketable 
securities under standard margin agreements.   The interest rate on advances 
or cash on deposit can vary daily with money market rates.  The interest 
rate on margin balances is based on the Federal Funds rate plus 0.875% 
(7.625% at December 31, 1997).  The interest rate on cash or deposits is based 
on the Federal Funds rate less 0.5% (6.25% at December 31, 1997).  The 
interest rate on interest rebates in connection with short positions is 
based on the Federal Funds rate less 0.375% (6.375% at December 31, 1997).


NOTE 5 - INCOME TAXES

The provision for income taxes consists of the following:

<TABLE>
<CAPTION>
                                                            Year ended
                                                           December 31,
                                                       1997            1996
                                                       ----            ----
 <S>                                               <C>             <C>
 Federal                                            
   Current                                         $  689,632      $  524,879
   Deferred (credit)                                  (53,883)         (9,848)
                                                    ---------       ---------
                                                      635,749         515,031
                                                    =========       =========
   
 State
   Current                                            206,598         156,261
   Deferred (credit)                                  (11,154)           (598)
                                                    ---------       ---------
                                                      195,444         155,663
                                                    ---------       ---------
                                                   $  831,193      $  670,694
                                                    =========       =========
</TABLE>
<PAGE> 19

A reconciliation of the statutory federal income tax rate to the effective tax 
rate is as follows:

<TABLE>
<CAPTION>
                                                            Year ended 
                                                           December 31,
                                                        1997         1996
                                                        ----         ----
  <S>                                                   <C>          <C>
  Statutory federal tax rate                            34.0%        34.0%
  State income taxes, net of federal tax benefit         6.1          6.1
  Other                                                 (O.5)           -
                                                        -----        -----
         Effective tax rate                             39.6%        40.1%
                                                        =====        =====
</TABLE>

The components of the Company's deferred tax assets and liabilities as of 
December 31, 1997 and 1996 are as follows:

<TABLE>
<CAPTION>          
                                                            Year ended
                                                           December 31,
                                                       1997          1996
                                                       ----          ----
 <S>                                               <C>            <C>
 Deferred tax assets
   State income taxes                              $   70,243     $   53,345
   Capital loss carryforwards                          50,052          2,247
   Other miscellaneous differences                      1,875          1,541
                                                    ---------      ---------
      Deferred tax assets                          $  122,170     $   57,133
                                                    =========      =========

 Deferred tax liabilities
   Unrealized gains on marketable securities       $   64,687     $   15,560
                                                    =========      =========
</TABLE>     


NOTE 6 - RELATED PARTY TRANSACTIONS

Certain shared costs and expenses, primarily administrative salaries, rent and 
insurance, are allocated between the Company and Santa Fe based on 
management's estimate of the pro rata utilization of resources.  Total shared 
costs and expenses allocated to the Company approximated $188,000 and $157,000 
during the years ended December 31, 1997 and 1996, respectively.  In addition, 
The InterGroup Corporation allocates corporate expenses to the Company based 
on InterGroup's management's estimate of the pro rata utilization of 
resources.  In 1997, these expenses were approximately $75,000.

<PAGE> 20

NOTE 7 - COMMITMENTS AND CONTINGENCIES

During 1996, the Company was served with a personal injury action in the San 
Francisco Superior Court.  The suit names more than 60 defendants, including 
the managing general partner of Justice Investors and alleges injuries 
suffered as a result of exposure to asbestos-containing materials.  The 
complaint seeks an unspecified amount of damages.  PSI's insurance carrier is 
defending PSI  under a reservation of rights.  During 1997, the trial court 
granted Portsmouth's motion for summary judgment; however a final judgment has 
not been entered to date.  Management of the Company believes that the 
ultimate resolution of this claim will not have a material adverse effect on 
the Company's consolidated financial position.

<PAGE> 30


                                SIGNATURES
                                ----------

   Pursuant to the requirements of Section 13 or 15(d) of the Securities 
Exchange Act of 1934, the registrant has duly caused this amendment to this 
report to be signed on its behalf by the undersigned, thereunto duly authorized.

                                      PORTSMOUTH SQUARE, INC.


Date:  April 1, 1998               By /s/ John V. Winfield
       --------------                 ----------------------------------------
                                      John V. Winfield, Chairman of the Board,
                                      President and Chief Executive Officer

   Pursuant to the requirements of the Securities Exchange Act of 1934, this 
amendment to this report has been signed below by the following persons on 
behalf of the registrant and in the capacities and on the dates indicated.
  

Date: April 1, 1998                   /s/ John V. Winfield
      --------------                  ---------------------------------------
                                      John V. Winfield, Chairman of the Board,
                                      President and Chief Executive Officer


Date: April 1, 1998                   /s/ L. Scott Shields
      --------------                  ---------------------------------------
                                      L. Scott Shields, Treasurer
                                      and Chief Financial Officer


Date: April 1, 1998                   /s/ John C. Love
      --------------                  ---------------------------------------
                                      John C. Love,
                                      Director


Date: April 1, 1998                   /s/ William J. Nance
      --------------                  ---------------------------------------
                                      William J. Nance,
                                      Director


Date: April 1, 1998                   /s/ Jerold R. Babin
      --------------                  ---------------------------------------
                                      Jerold R. Babin,
                                      Director


Date: April 1, 1998                   /s/ Josef A. Grunwald
      --------------                  ---------------------------------------
                                      Josef A. Grunwald
                                      Director