<PAGE>

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


                                   FORM 10-QSB

                                   -----------


{X}      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934 For the quarterly period ended September 30, 2003.

{ }      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For
         the transition period from _______ to ________.

                           Commission File No. 0-27599


                                  SULPHCO, INC.
                  ---------------------------------------------
                       (Name of the small business issuer)

         Nevada                                        88-0224817
------------------------                   ------------------------------------
(State of Incorporation)                   (I.R.S. Employer Identification No.)


                   850 Spice Islands Drive, Sparks, NV 89431
            -------------------------------------------------------
                    (Address of principal executive offices)

                                  (775) 829-1310
                                -----------------
                           (Issuer's telephone number)

Number of shares outstanding of each of the issuer's classes of common equity,
as of the latest practicable date: 47,521,170 shares of common stock issued and
outstanding as of October 28, 2003.

Transitional Small Business Disclosure Format: Yes { } No {X}

<PAGE>


                                     PART I
                                     ------

Item 1.  Financial Statements.
<TABLE>

                                          SULPHCO, INC.
                                  (A DEVELOPMENT STAGE COMPANY)
                                         BALANCE SHEETS
<CAPTION>

                                                                    SEPTEMBER 30    DECEMBER 31
                                                                       2003            2002
                                                                     UNAUDITED        AUDITED
                                                                   -------------   -------------
<S>                                                                <C>             <C>
Current Assets:
      Cash and cash equivalents (Note 1)                           $    458,521    $     13,574
      Accounts receivable                                                    --              --
      Inventory (Note 1)                                                658,911              --
      Deposits                                                           34,325          21,080
      Prepaid expenses                                                   15,661          11,184

           Total current assets                                       1,167,418          45,838
                                                                   -------------   -------------

Property and equipment, net (Note 1)                                    228,801         202,575
Plant pre-production costs (Note 1)                                     304,830              --
Work in progress (Note 1)                                               221,711         583,470
                                                                   -------------   -------------

           Total assets                                            $  1,922,760    $    831,883
                                                                   =============   =============

Liabilities and Stockholder's Equity

Current Liabilities:
      Accounts payable                                             $     39,385    $    153,439
      Accrued liabilities                                                46,031          75,732
      Line of credit                                                         --         500,000
      Current portion of lawsuit settlement-Cullen                       34,091          86,364
      Note payable                                                      250,000         420,000
                                                                   -------------   -------------

           Total current liabilities                                    369,507       1,235,535
                                                                   -------------   -------------

Lawsuit settlement-Cullen, net of current                                    --          13,636

Stockholder's equity:
           Preferred stock: 10,000,000 shares authorized
             ($0.001 par value) none issued                                  --              --
           Common stock: 100,000,000 shares authorized
             ($0.001 par value) 47,521,170 and 47,621,170 shares
             issued and outstanding at September 30, 2003 and
             December 31, 2002 respectively                              47,521          47,621
           Paid in capital                                           18,955,038      19,122,438
           Stock subscription receivable (Note 2)                      (849,500)     (4,624,500)
           Deficit accumulated during the development stage         (16,599,806)    (14,962,846)
                                                                   -------------   -------------

                Total stockholder's equity                            1,553,253        (417,287)
                                                                   -------------   -------------

                     Total liabilities and equity                  $  1,922,760    $    831,883
                                                                   =============   =============

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>

                                        SULPHCO, INC.
                                (A DEVELOPMENT STAGE COMPANY)
                                   STATEMENTS OF OPERATIONS
<CAPTION>

                                           THREE MONTHS ENDED          NINE MONTHS ENDED
                                              SEPTEMBER 30                SEPTEMBER 30
                                       --------------------------  --------------------------
                                           2003          2002         2003          2002
                                         UNAUDITED     UNAUDITED    UNAUDITED     UNAUDITED
                                       ------------  ------------  ------------  ------------
<S>                                    <C>           <C>           <C>           <C>
Revenue                                $        --   $    22,745   $        --   $    52,953

Operating expenses:
      Depreciation                          46,090        40,500       139,978       124,200
      General and administrative           341,351       224,647     1,234,784     5,648,106
      Research and development              88,891        72,328       262,200       273,904
                                       ------------  ------------  ------------  ------------

           Total operating expenses        476,332       337,475     1,636,963     6,046,210
                                       ------------  ------------  ------------  ------------

                Loss from operations       476,332       314,730     1,636,963     5,993,257

Other income (expenses)                         --                           3
                                       ------------  ------------  ------------  ------------

      Net loss before taxes                476,332       314,730     1,636,960     5,993,257

Income tax benefit                              --            --            --            --
                                       ------------  ------------  ------------  ------------

      Net loss                         $   476,332   $   314,730   $ 1,636,960   $ 5,993,257
                                       ============  ============  ============  ============


Loss per common share                  $      0.01   $      0.01   $      0.03   $      0.13
                                       ============  ============  ============  ============

Weighted average shares
      basic and fully diluted (Note  )  47,589,920    45,675,170    47,649,642    45,354,281
                                       ============  ============  ============  ============

See accompanying notes to financial statements.

</TABLE>

<PAGE>
<TABLE>

                                                   SULPHCO, INC.
                                           (A DEVELOPMENT STAGE COMPANY)
                                              STATEMENT OF CASH FLOWS
<CAPTION>

                                                               THREE MONTHS ENDED            NINE MONTHS ENDED
                                                                 September 30                  September 30
                                                          ---------------------------   ---------------------------
                                                             2003           2002           2003           2002
                                                           UNAUDITED      UNAUDITED      UNAUDITED      UNAUDITED
                                                          ------------   ------------   ------------   ------------
<S>                                                       <C>            <C>            <C>            <C>
Cash Flows From Operating Activities
Net income                                                $  (476,332)   $  (314,730)   $(1,636,960)   $(5,993,257)
Adjustments to Reconcile Net Income to Cash
     Depreciation & amortization                               46,090         40,500        139,978        124,200
     Stock issued for services                                     --             --         16,000      5,000,000
     (Increase) decrease in:
          Accounts receivable                                   1,715            870             --        (25,756)
          Other receivables                                        --             --             --          1,500
          Prepaid expenses                                     10,626          2,215         (4,477)        34,067
          Deposits                                             15,424             --        (13,245)        (1,200)
          Inventory (Note 3)                                 (186,522)       (90,817)      (658,911)      (169,574)
     Increase (decrease) in:
          Accounts payable                                    (61,958)       (39,985)      (114,054)       (55,379)
          Accrued liabilities                                 (15,379)       (38,413)       (28,238)       (28,678)
          Accrued interest                                         --             --         (1,462)            --
          Lawsuit settlement                                  (20,454)            --        (65,909)            --
                                                          ------------   ------------   ------------   ------------
                  Net cash used in operating activities      (686,790)      (440,360)    (2,367,278)    (1,114,077)
                                                          ------------   ------------   ------------   ------------

Cash Flows From Investing Activities
     Plant pre-production costs                              (154,550)            --       (304,830)            --
     Purchase of property and equip (Note 3)                  (30,216)         8,496        195,555        (28,146)
                                                          ------------   ------------   ------------   ------------
                  Net cash used in investing activities      (184,766)         8,496       (109,275)       (28,146)
                                                          ------------   ------------   ------------   ------------

Cash Flows from Financing Activities
     Proceeds from issuance of stock                               --          5,000             --          5,000
     Proceeds from issuance of note payable                       --         420,000             --             --
     Repayment of note payable                                     --             --       (170,000)      (750,000)
     Proceeds from line of credit                                  --             --             --        290,000
     Payback line of credit                                        --             --       (500,000)            --
     Payments on stock subscription receivables                    --             --      3,575,000         75,000
     Stock options exercised                                       --             --         16,500             --
     Payments on related party advance                             --             --             --      1,360,685
                  Net cash provided by
                  financing activities                             --        425,000      2,921,500        980,685
                                                          ------------   ------------   ------------   ------------

                                                          ------------   ------------   ------------   ------------
Net increase (decrease) in cash and cash equivalents         (871,556)        (6,864)       444,947       (161,538)
                                                          ------------   ------------   ------------   ------------

Cash and cash equivalents at beginning of period            1,330,077         18,758         13,574        173,432
                                                          ------------   ------------   ------------   ------------
Cash and cash equivalents at end of period                $   458,521    $    11,894    $   458,521    $    11,894
                                                          ============   ============   ============   ============

See accompanying notes to financial statements.
</TABLE>

<PAGE>
<TABLE>

                                                           SULPHCO, INC.
                                                   (A DEVELOPMENT STAGE COMPANY)
                                            STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                                  JANUARY 13, 1999 (DATE OF INCEPTION) THROUGH SEPTEMBER 30, 2003
<CAPTION>

                                                                               STOCK       TOTAL
                                   COMMON STOCK      ADDITIONAL  ACCUMULATED SUBSCRIPTIONSTOCKHOLDERS
                                 SHARES     AMOUNT   PAID-IN CAPITDEFICIT    RECEIVABLE   EQUITY
                                     -------------   -------------   -------------   -------------   -------------   -------------
<S>                                  <C>             <C>             <C>             <C>             <C>             <C>
Balance, January 13, 1999            $         --    $         --    $         --    $         --    $         --    $         --

Stock issued for cash at
  $167 per share                            1,000               1         166,999                                         167,000

Restatement from
  recapitalization of
  GRD, Inc.                            19,999,000          19,999         (19,999)             --              --              --

Net loss                                                                                 (128,802)                       (128,802)
                                     -------------   -------------   -------------   -------------   -------------   -------------

Balance, December 31, 1999             20,000,000          20,000         147,000        (128,802)             --          38,198

Contributions from stockholder:
    Cash                                                                  169,168                                         169,168
    Equipment                                                             362,331                                         362,331

Acquisition of Filmworld, Inc.          1,200,000           1,200        (251,200)                                       (250,000)

Contribution of capital                   820,000             820         409,180                        (208,500)        201,500

Issuance of stock options                                               1,014,200                                       1,014,200

Net loss                                                                               (1,364,393)                     (1,364,393)
                                     -------------   -------------   -------------   -------------   -------------   -------------

Balance, December 31, 2000             22,020,000          22,020       1,850,679      (1,493,195)       (208,500)        171,004
                                     =============   =============   =============   =============   =============   =============

Stock issued for services                 200,000             200         571,800                                         572,000

Stock issued for services
  related party                         4,342,800           4,343       4,782,557                                       4,786,900

Stock issued for
  subscriptions receivable                724,750             725       1,207,162                                       1,207,887

Issuance of stock options              12,639,620          12,640       7,352,860                      (6,041,000)      1,324,500

Return of shareholder capital                                            (118,427)                                       (118,427)

Net loss                                                                               (6,927,525)                     (6,927,524)
                                     -------------   -------------   -------------   -------------   -------------   -------------

Balance, December 31, 2001             39,927,170          39,927      15,646,632      (8,420,720)     (6,249,500)      1,016,340
                                     =============   =============   =============   =============   =============   =============

Stock issued for services                  50,000              50          13,450                                          13,500

Stock Issued for services
  related party                        10,000,000          10,000       4,990,000                                       5,000,000

Stock issued for cash                     100,000             100           9,900                                          10,000

Collection on
  subscriptions receivable                                                                                 515,500         515,500

Cancelled Subscriptions Receivable     (1,000,000)         (1,000)       (499,000)                         500,000              --

Issuance of stock options                  75,000              75         (27,575)                          37,500          10,000

Return of shareholder capital          (1,100,000)         (1,100)       (570,900)                         572,000              --

Return of stock subscription             (431,000)           (431)       (440,069)                                        (440,500)

Net loss                                                                               (6,542,127)                      (6,542,127)
                                     -------------   -------------   -------------   -------------   -------------   -------------

Balance December 31, 2002              47,621,170          47,621      19,122,438     (14,962,846)     (4,624,500)       (417,287)
                                     =============   =============   =============   =============   =============   =============

Stock options exercised                    50,000              50          16,450                                          16,500

Payment on stock subscriptions                                                                          1,920,000

Net loss                                                                                 (604,295)                       (604,295)
                                     -------------   -------------   -------------   -------------   -------------   -------------

Balance March 31, 2003                 47,671,170          47,671      19,138,888     (15,567,141)     (2,704,500)        914,918
                                     -------------   -------------   -------------   -------------   -------------   -------------

Payment on stock subscriptions                                                                          1,655,000       1,655,000

Stock issued for services                  50,000              50          15,950                                          16,000

Net loss                                                                                 (556,333)                       (556,333)
                                     -------------   -------------   -------------   -------------   -------------   -------------

Balance June 30, 2003                  47,721,170          47,721      19,154,838     (16,123,474)     (1,049,500)      2,029,585
                                     -------------   -------------   -------------   -------------   -------------   -------------

Stock returned and cancelled             (200,000)           (200)       (199,800)                                       (200,000)

Stock subscription cancelled                                                                              200,000         200,000

Net Loss                                                                                 (476,332)                       (476,332)
                                     -------------   -------------   -------------   -------------   -------------   -------------

Balance September 30, 2003           $ 47,521,170    $     47,521    $ 18,955,038    $(16,599,806)   $   (849,500)   $  1,553,253
                                     -------------   -------------   -------------   -------------   -------------   -------------

See accompanying notes to financial statements.

</TABLE>
<PAGE>
                                  SULPHCO, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                         Notes to Financial Statements
                    September 30, 2003 and December 31, 2002


NOTE 1-ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

Sulphco, Inc. (the Company), formerly Film World, Inc. (Film World) was
originally organized under the laws of the State of Nevada on December 23, 1986,
under the name Hair Life Inc. The Company became inactive during 1987 and
remained inactive until September 1, 1994. On September 1, 1994, the
shareholders of Hair Life, Inc. and the "The Patterson Group" approved a reverse
acquisition agreement whereby the Patterson Group became a wholly owned
subsidiary of Hair Life, Inc. in exchange for 4,500,000 shares of common stock
(after giving effect to a reverse stock split) of Hair Life, Inc. Hair Life,
Inc. then changed its name to The Patterson Group. The Patterson Group changed
its capitalization by a reverse split of the then outstanding common stock of
one new share for each forty old shares. The Patterson Group conducted
operations via two subsidiaries until 1998, at which time it discontinued all
operations and remained dormant until July 1999.

On or about July 18, 1999, the Company acquired film rights and changed the
corporate name to Film World, Inc. The Company authorized a capitalization of
100,000,000 shares of common stock with a par value of $0.001 per share and
10,000,000 shares of preferred stock, with a par value of $0.001 per share.

On December 4, 2000, the Company discontinued its film operations and
distributed all assets and liabilities related to that business to certain
shareholders in exchange for their stock.

The Company on December 4, 2000 entered into an exchange agreement with GRD,
Inc. (GRD) (dba Sulphco) and issued 20,000,000 shares in exchange for all of the
outstanding shares of GRD.

Since the shareholders of GRD continue to control the Company the merger has
been accounted for as a recapitalization of GRD. Consequently the results of
operations are those of GRD since its inception on January 13, 1999 and GRD and
FilmWorld from December 4 2000 to December 31, 2000.

BUSINESS

The Company has not generated revenues from its business and is a development
stage company, as defined by SFAS No. 7. The Company is engaged in the business
of developing and marketing a process for removing sulfur from crude oils.

CASH AND CASH EQUIVALENTS

The Company considered all highly liquid investments with original maturities to
the Company of three months or less to be cash equivalents.

INVENTORIES

Inventories are stated at the lower of cost or market, using actual costs. Costs
include materials and labor related to the purchase and production of inventory.

PROPERTY AND EQUIPMENT

Property and equipment are recorded at cost, less accumulated depreciation.
Depreciation is determined using the straight-line and accelerated methods over
the estimated useful lives of the assets. Expenditures for maintenance and
repairs are expensed when incurred and betterments are capitalized. Gains and
losses on sale of property and equipment are reflected in the statement of
operations.

PLANT PRE-PRODUCTION COSTS

Plant costs are being capitalized until the company begins production, at which
time the pre-production costs will be amortized over the term of the lease.


<PAGE>

INTANGIBLE ASSETS

Intangible assets consist primarily of patent costs. Patent costs are amortized
on a straight-line basis over term of the patent. The Company assesses
recoverability of this intangible asset by determining whether the amortization
of the balance over its remaining life can be recovered through discounted
future operating cash flows of the acquired operation. The amount of impairment,
if any, is measured based on projected discounted future operating cash flow
using a discount rate that reflects the Company's average cost of funds.

RESEARCH AND DEVELOPMENT

The Company charges research and development costs to operating expense as
incurred.

INCOME TAXES

The Company accounts for income taxes under the asset and liability method.
Deferred tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
bases and operating loss and tax credit carryforwards. Deferred tax assets and
liabilities are measured using the enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to
be recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the
enactment date.

EARNINGS PER SHARE

The computation of basic and diluted earnings per common share is based on the
weighted average number of shares outstanding during the year, plus the common
stock equivalents. Common stock equivalents are not included in the diluted
earnings (loss) per share calculation when their effect is antidilutive. Common
stock equivalents arising from options have not been included in diluted
earnings per share.

IMPAIRMENT OF LONG-LIVED ASSETS

The Company reviews its long-lived assets for impairment whenever events or
changes in circumstances indicated that the carrying amount of the assets may
not be recovered through undiscounted future cash flows. If it is determined
that an impairment loss has occurred based on expected cash flows, such loss is
recognized in the statement of operations.

USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS

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 disclosures of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. The market for the Company's
products and services are characterized by competition, rapid technological
development, regulatory changes and new product introductions, all of which may
impact the future value of the Company's assets.

NOTE 2-SUBSCRIPTION RECEIVABLE

The Company's major shareholder has paid in full his subscription for stock. A
director's stock subscription receivable was cancelled and the stock was
returned to the treasury and retired.

NOTE 3-PURCHASE OF PROPERTY AND EQUIPMENT

In 2002, the Company's Management was capitalizing the first desulfurization
unit and going to charge royalties to customers for its use. In 2003 Management
decided to sell the unit to its customers and therefore, the unit was reclassed
from fixed assets to Inventory.


<PAGE>

Item 2.  Management's Discussion and Analysis of Financial Condition.

Except for the description of historical facts contained herein, this Form
10-QSB contains certain forward-looking statements concerning future
applications of the technologies of the Company and the Company's proposed
services and future prospects, that involve risks and uncertainties, including
the possibility that the Company will: (i) be unable to successfully test and
commercialize its technology, (ii) ever achieve profitable operations, or (iii)
not receive the licensing revenue and/or additional financing urgently required
to support its current and future operations, as detailed herein and from time
to time in the Company's filings with the Securities and Exchange Commission and
elsewhere. Such statements are based on management's current expectations and
are subject to a number of factors and uncertainties which could cause actual
results to differ materially from those described in the forward-looking
statements.

Overview:
---------

SulphCo, Inc., a Nevada corporation (the "Company" or "Sulphco"), is developing
and testing its proprietary technology for the reduction of the sulfur content
of crude oils, lighter distillates and fuel oils. The Company is also
investigating whether its technology will effectively reduce nitrogen, acids and
certain metals in petroleum products. The Company is designing and developing
proprietary closed-loop desulfurization units that can be scaled to treat large
or small volumes of petroleum product. The desulfurization units are expected to
operate at low temperature and atmospheric pressure and have a relatively small
"footprint" compared with existing desulfurizing equipment.

The Company's 1,000 bbl per day unit has been placed within a petroleum refinery
for testing purposes. The required oil and water lines, and electrical service,
have not been run to the 1,000 bbl day unit for two reasons. First, the
petroleum company is conducting further testing on the results of the Company's
bench scale desulfurization unit. The petroleum company has indicated that it
requires additional satisfactory testing before commencing test runs using the
1,000 bbl per day unit. Second, a required environmental permit has not been
received which is necessary to operate the 1,000 bbl per day unit in the
petroleum refinery. The environmental agency is reviewing whether to require the
Company to substitute low-emission valves for the valves currently installed in
the unit. If valve substitution is required, the additional work will create a
requirement for additional funds which the Company has not secured and will
require a delay of up to two or three months. Once the testing of the 1,000 bbl
per day unit occurs, and if the results of the testing are sufficiently
positive, the Company intends to move forward with the licensing of its
proprietary technology with a major petroleum company. However, there are no
assurances that, even if testing is successful, it will be able to enter into a
licensing agreement or that the terms of any such licensing agreement will be
favorable. If the results of the testing are negative or not sufficiently
positive, the Company likely will not be able to continue its business or
continue development or further testing absent additional funding. As discussed
below, the Company presently has no commitments for additional funding, and
there are no assurances that additional funding will be available at the times
and in the amounts required.

The time frames set forth above for testing may be adversely affected by factors
such as unforeseen delays or difficulties in the operation of the 1,000 bbl per
day unit, including obtaining necessary governmental permits for the operation
of the unit, in the testing of the Company's technology and in the negotiation
of the licensing agreement. The Company's plans also could be adversely impacted
by the patenting process for the devices and methods which comprise the
Company's proprietary technology. In this regard, the need to keep aspects of
the Company's technology secret during the patenting process could delay the
Company's plans to bring its proprietary technology to market.

If the Company is required to initiate litigation to protect its interest in its
proprietary technology or is required to defend an action challenging the
Company's interest, the costs and delays associated with such litigation could
negatively impact the Company's ability to bring the proprietary technology to
market.

Also, any delays or unforeseen impasses in developing or maintaining working
relationships with third-parties in connection with the testing and licensing of
the technology, and the development and marketing of industrial units, would not
only have an impact on the timing of the Company's business plan but could
entirely disrupt such plans and prevent the Company from bringing the
proprietary technology to market.


<PAGE>

Results of Testing:
-------------------

Since December 2000, the Company has been developing and testing its
desulfurization technologies. Except for limited and inconclusive testing
performed by the University of Nevada, Reno, testing of the effectiveness of the
Company's desulfurization process has been conducted primarily in-house, with
some testing having been conducted by interested third parties, including
testing by a major petroleum company. The Company's results have been generally
favorable but rely on batch testing of low volumes of petroleum product. The
results of the testing by interested third parties which have been shared with
the Company have also been generally favorable, but are subject to the same low
volume limitations and additionally have revealed anomalies in the tests which
have been run. The results of these low volume batch tests are difficult to
interpret, both with respect to what is exactly happening in the samples and the
magnitude of the change in the samples. The 1,000 bbl per day unit is a designed
continuous process unit and is expected to be tested in an environment which
will permit volume sampling. The Company expects that the tests conducted on the
1,000 bbl day unit will determine if its technology is sufficiently effective
for a commercially viable desulfurization unit.

Development and commercialization of a new technology, such as the Company's
desulfurization process, is inherently subject to significant risks.
Accordingly, there are no assurances that the Company will be able to
successfully develop and commercialize its desulfurization technology.
Introducing and enhancing a new technology involves numerous technical
challenges, substantial financial and personnel resources, and often takes many
months or years to complete. The Company cannot be certain that it will be
successful at commercializing its desulfurization technology on a timely basis,
or in accordance with its milestones, if at all. In addition, the Company cannot
be certain that, once a desulfurization unit is made operational, the unit will
perform as expected. The Company's technology is complex and, despite further
vigorous testing and quality control procedures, may contain undetected errors.
Any inability to timely deliver a commercially viable desulfurization unit could
have a negative effect on the Company's business, revenues, financial condition
and results of operations.

Financial Results:
------------------

The Company recorded $22,745 in revenue for the three months ended September 30,
2002, but recorded no revenue for the three months ended September 30, 2003.

The Company's operating expenses increased from $314,730 for the three months
ended September 30, 2002, to $476,332 for the three months ended September 30,
2003. The Company expects the quarterly comparisons to continue to reflect an
increased expenditure level in view of the increased number of employees, the
increase in plant and equipment, and the full realization of the increases in
rent and related expenses over the prior period.

Liquidity and Capital Resources:
--------------------------------

At October 28, 2003, the Company had $239,006.98 in available cash reserves. As
the Company is a development stage company, it has not generated any material
revenues, and it does not anticipate generating any material revenues unless and
until a licensing agreement or other commercial arrangement is entered into with
respect to its technology. The Company's current monthly cash outflow, or cash
burn rate, is approximately $250,000 per month. Therefore, unless licensing
revenue or additional funds are received, the Company will be required to
substantially reduce or cease its business operations by the end of November
2003.

The Company currently plans to meet its liquidity requirements primarily through
revenue from the licensing of its technology, the operation of its
desulfurization units and proceeds from debt or equity financings. The Company's
major shareholder has agreed with the Company to provide the Company with an
additional $500,000.00 in capital by purchasing 2,173,913 shares of the
Company's common stock for $500,000 or approximately twenty-three cents per
share. This equity financing is expected to be concluded by the end of October


<PAGE>

2003. Other than this purchase of shares for $500,000, the Company presently has
no commitments for any such licensing arrangements or financings. If the
Company's major shareholder fails to provide the $500,000 in equity financing,
the Company must cease its business operations by the end of November 2003. Even
if the funding is received, but the testing of the Company's bench scale process
or of the 1,000 bbl per day unit is unfavorable or not sufficiently favorable,
or if the receipt of revenue from its licensing and business operations is
delayed, and the Company is unable to otherwise raise funds on acceptable terms,
it will not be able to continue to exist, conduct further development and
testing of its technologies, take advantage of future opportunities or respond
to unanticipated requirements, any of which would negatively impact its
business, operating results and financial condition.

Research and Development:
-------------------------

The Company continues to pursue two patent applications pertaining to products
related to the Company's desulfurization process. Subject to the receipt of
licensing revenue or other funding, the Company intends to continue its research
and development program during the remainder of 2003.

Item 3.  Controls and Procedures.

As required by SEC Rule 13a-15(b), an evaluation was performed under the
supervision and with the participation of the Company's management, including
its Chief Executive Officer and Chief Financial Officer, of the effectiveness of
the design and operation of the Company's disclosure controls and procedures (as
defined in Rules 13a - 15(e) and 15d - 15(e) under the Securities Exchange Act
of 1934) as of the end of the period covered by this report. There are inherent
limitations to the effectiveness of any system of disclosure controls and
procedures, including cost limitations, judgments used in decision making,
assumptions regarding the likelihood of future events, soundness of internal
controls, fraud, the possibility of human error and the circumvention or
overriding of the controls and procedures. Accordingly, even effective
disclosure controls and procedures can provide only reasonable, and not
absolute, assurance of achieving their control objectives. Based upon and as of
the date of the evaluation, the Company's Chief Executive Officer and Chief
Financial Officer concluded that its disclosure controls and procedures were
effective, in all material respects, with respect to the recordings, processing,
summarizing and reporting, within the time periods specified in the SEC's rules
and forms, of information required to be disclosed by the Company in the reports
that it files or submits under the Securities Exchange Act of 1934.

There have been no significant changes in the Company's internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of their evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.



<PAGE>


                                     PART II
                                     -------

Item 1.  Legal Proceedings.

The Company is not party to, and none of the Company's property is subject to,
any pending or threatened legal, governmental, administrative or judicial
proceedings, except as follows:

As previously reported by the Company in reports filed with the U.S. Securities
and Exchange Commission ("SEC"), on or about March 4, 2002, the Salt Lake City,
Utah office of the SEC sent letters to the Company and its principal shareholder
Rudolf Gunnerman, indicating that as a result of its investigation captioned "In
the Matter of SulphCo, Inc." (SL-02337), that the staff of the Salt Lake
District Office was recommending that a complaint be filed naming the Company
and Mr. Gunnerman as defendants. The SEC letter to the Company alleges
violations of Section 5(a) and 5(c) and Section 17(a) of the Securities Act of
1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5
thereunder. The letter to Mr. Gunnerman alleges violations of Sections 5(a) and
5(c) and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities
Exchange Act of 1934 and Rule 10b-5 and Rule 101 and Regulation M thereunder.
The letters invited the Company and Mr. Gunnerman to submit written statements
regarding the staff's allegations. These written statements are generally
referred to as "Wells Committee Submissions." The Company and Mr. Gunnerman deny
the staff's allegations in the letters and retained legal counsel who submitted
a Wells submission responding to the staff's allegations.

As previously reported by the Company in Form 8-K filed with the SEC on July 8,
2003, on or about June 27, 2003, the Salt Lake District Office again sent
letters to Mr. Gunnerman and the Company stating that the staff intended to
recommend that the Commission file an administrative action and a civil lawsuit
against the Company and Mr. Gunnerman for violations previously described above.
The letters invited a second Wells Submission from both the Company and Mr.
Gunnerman. The Company again denies the alleged improper conduct. Further, the
Company and Mr. Gunnerman have advised the SEC that they intend to submit a
second Wells Submission in response to the letters received. Any litigation the
SEC may initiate against either the Company or Mr. Gunnerman or both may have a
material adverse effect on the Company's future prospects and activities.

In March of 2003, Art Beroff filed suit as a plaintiff against the Company in
the Second Judicial District Court, State of Nevada. Mr. Beroff claimed that on
or about January 20, 1998, he had exercised an option to acquire nine percent
(9%) of the common stock of the Company's predecessor, Patterson Group, Inc.,
for $701.34 and had executed a Subscription Agreement for the purchase of
701,339 shares. Mr. Beroff claims the Company's predecessor accepted the
Subscription Agreement but that no stock certificate was ever issued for the
shares. The number of shares claimed could equate to approximately 70,134 shares
of the Company's current common stock. The Company has answered the complaint by
generally denying Mr. Beroff's claims. The Company has been advised that Mr.
Beroff has received approximately 70,000 shares from Alexander H. Walker, Jr.
who the Company claims is obligated to provide indemnification for claims such
as Mr. Beroff's claims. Counsel for Mr. Walker advises that Mr. Walker has
settled the matter subject to certain conditions but the lawsuit remains
undismissed.

Item 2.  Changes in Securities.

On August 25, 2003, the Company cancelled and returned to treasury 200,000
shares held by Harry H. Holman in exchange for the cancellation of promissory
notes in the total principal sum of $200,000.00.

Item 4.  Submission of Matter to a Vote of the Securities Holders.

No matter was submitted during the quarter covered by this report to a vote of
the securities holders through the solicitation of proxies or otherwise.


<PAGE>

Item 6.  Exhibits and Reports on Form 8-K.

(a) Exhibits.

         Exhibit 31.1 - Certification of Chief Executive Officer pursuant to
         Rule 13a-14 under the Securities Exchange Act of 1934.

         Exhibit 31.2 - Certification of Chief Financial Officer pursuant to
         Rule 13a-14 under the Securities Exchange Act of 1934.

         Exhibit 32.1 - Certification of CEO and CFO Pursuant to 18 U.S.C. ss.
         1350, as Adopted Pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002.

(b) Reports on Form 8-K. The registrant filed a Current Report on Form 8-K dated
July 7, 2003 regarding Item 5 (Other Events) reporting communications with the
SEC.

<PAGE>


                                   SIGNATURES

            In accordance with the requirements of the Securities Exchange Act
of 1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Dated:  October 28, 2003.           SULPHCO, INC. (Registrant)

                                    /s/ Rudolf W. Gunnerman
                                    --------------------------------------------
                                    By: Rudolf W. Gunnerman
                                    Its: Chairman of the Board of Directors
                                    and Chief Executive Officer


                                    /s/ Pat Lacy
                                    --------------------------------------------
                                    By: Pat Lacy
                                    Its: Controller and Treasurer
                                    (Principal Financial and Accounting Officer)