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

                               FORM 10-QSB


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

    For the quarterly period ended March 31, 2006

                         OR

    [ ]  Transition Report Pursuant to Section 13 or 15(d) of the Exchange Act

    For the transition period from _______ to ________


    Commission File Number 0-4057

                              PORTSMOUTH SQUARE, INC.
                              -----------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)

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


           820 Moraga Drive
           Los Angeles, CA                               90049
---------------------------------------               ----------
(Address of Principal Executive Offices)              (Zip Code)

                                  (310) 889-2500
                                  --------------
                (Registrant's Telephone Number, Including Area Code)

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

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).  Yes ( )  No (X)

     State the number of shares outstanding of each of the issuer's classes of
Common equity, as of the latest practicable date: 734,183 shares of issuer's No
Par Value Common Stock were outstanding as of May 10, 2006.

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

<PAGE>


                                     INDEX

                             PORTSMOUTH SQUARE, INC.


PART I. FINANCIAL INFORMATION                                         PAGE
                                                                      ----
Item 1. Financial Statements

 Balance Sheet - March 31, 2006 (Unaudited)                            3

 Statements of Operations (Unaudited)- Three Months ended              4
    March 31, 2006 and March 31, 2005

 Statements of Operations (Unaudited)- Nine Months ended               5
    March 31, 2006 and March 31, 2005

 Statements of Cash Flows (Unaudited)- Nine Months ended
    March 31, 2006 and March 31, 2005                                  6

  Notes to Financial Statements                                        7

Item 2. Management's Discussion and Analysis of Financial
        Condition and Results of Operations                            14

Item 3. Controls and Procedures                                        21


PART II. OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Shareholders                22

Item 6. Exhibits and Reports on Form 8-K                               22

SIGNATURES                                                             23

                                    -2-
<PAGE>


                         PART 1 - FINANCIAL INFORMATION

Item 1 - Financial Statements

                             PORTSMOUTH SQUARE, INC.
                                 BALANCE SHEET
                                  (Unaudited)

As of March 31,                                              2006
                                                          ----------

Assets

  Cash and cash equivalents                             $    234,000
  Investment in marketable securities                     13,452,000
  Other investments                                        1,109,000
  Other assets                                             1,080,000
                                                          ----------
Total assets                                            $ 15,875,000
                                                          ==========

Liabilities and Shareholders' Equity

Liabilities
  Due to securities broker                                 6,159,000
  Obligations for securities sold                          1,221,000
  Accounts payable and other liabilities                     203,000
  Deferred income taxes                                      446,000
  Equity investment in Justice Investors                   1,832,000
                                                          ----------
Total liabilities                                          9,861,000
                                                          ----------
Commitments and contingencies

Shareholders' equity:
  Common stock, no par value:
    Authorized shares - 750,000
    Issued and outstanding shares - 734,183                2,092,000
  Additional paid-in capital                                 916,000
  Retained earnings                                        3,006,000
                                                          ----------

Total shareholders' equity                                 6,014,000
                                                          ----------

Total liabilities and shareholders' equity              $ 15,875,000
                                                          ==========


See accompanying notes to financial statements.

                                    -3-
<PAGE>


                            PORTSMOUTH SQUARE, INC.
                           STATEMENTS OF OPERATIONS
                                  (Unaudited)

For the three months ended March 31,                 2006           2005
                                                  ----------     ----------
  Equity in net loss of Justice Investors        $(1,561,000)    $ (425,000)

  General and administrative expenses               (112,000)      (104,000)
                                                  ----------     ----------
                                                  (1,673,000)      (529,000)
Non-operating income (expenses):
  Net gains(losses) on marketable securities       1,354,000     (2,297,000)
  Dividend and interest income                        49,000         40,000
  Margin interest and trading expenses              (101,000)      (115,000)
  Other income, net                                  232,000         18,000
                                                  ----------     ----------
                                                   1,534,000     (2,354,000)
                                                  ----------     ----------
Loss before income taxes                            (139,000)    (2,883,000)

Provision for income tax benefit                     104,000      1,153,000
                                                  ----------     ----------
Net loss                                        $    (35,000)   $(1,730,000)
                                                  ==========     ==========

Basic loss per share                            $      (0.05)   $     (2.36)
                                                  ==========     ==========

Weighted average number of
  shares outstanding                                 734,183        734,183
                                                  ==========     ==========


See accompanying notes to financial statements.


                                    -4-
<PAGE>


                            PORTSMOUTH SQUARE, INC.
                           STATEMENTS OF OPERATIONS
                                  (Unaudited)

For the nine months ended March 31,                  2006           2005
                                                  ----------     ----------
  Equity in net loss of Justice Investors        $(3,294,000)    $ (601,000)

  General and administrative expenses               (349,000)      (344,000)
                                                  ----------     ----------
                                                  (3,643,000)      (945,000)
Non-operating income (expenses):
  Net gains(losses) on marketable securities       1,578,000     (2,106,000)
  Impairment loss on other investments                (8,000)       (42,000)
  Dividend and interest income                       171,000        176,000
  Margin interest and trading expenses              (269,000)      (240,000)
  Other income, net                                  258,000        112,000
                                                  ----------     ----------
                                                   1,730,000     (2,100,000)
                                                  ----------     ----------
Loss before income taxes                          (1,913,000)    (3,045,000)

Provision for income tax benefit                     797,000      1,218,000
                                                  ----------     ----------
Net loss                                        $ (1,116,000)   $(1,827,000)
                                                  ==========     ==========

Basic loss per share                            $      (1.52)   $     (2.49)
                                                  ==========     ==========

Weighted average number of
  shares outstanding                                 734,183        734,183
                                                  ==========     ==========


See accompanying notes to financial statements.

                                    -5-
<PAGE>


                            PORTSMOUTH SQUARE, INC.
                           STATEMENTS OF CASH FLOWS
                                 (Unaudited)

For the nine months ended March 31,                  2006           2005
                                                  ----------     ----------
Cash flows from operating activities:
  Net loss                                       $(1,116,000) $  (1,827,000)
  Adjustments to reconcile net loss
   to net cash provided by operating activities:
    Equity in net loss of Justice Investors        3,294,000        601,000
    Net unrealized (gains)losses on marketable
     securities                                   (1,817,000)     2,185,000
    Impairment loss on other investments               8,000         42,000
    Changes in assets and liabilities:
      Investment in marketable securities         (3,862,000)    11,440,000
      Deferred income taxes and other assets        (522,000)        39,000
      Accounts payable and other liabilities         134,000     (1,384,000)
      Due to securities broker                     4,109,000     (6,750,000)
      Obligations for securities sold                (14,000)    (4,296,000)
                                                  ----------     ----------
  Net cash provided by operating activities          214,000         50,000
                                                  ----------     ----------
Net increase in cash and cash equivalents            214,000         50,000

Cash and cash equivalents at the beginning
  of the period                                       20,000        112,000
                                                  ----------     ----------
Cash and cash equivalents at the end of the
 period                                          $   234,000    $   162,000
                                                  ==========     ==========


See accompanying notes to financial statements.

                                    -6-
<PAGE>


                      PORTSMOUTH SQUARE, INC.

                   NOTES TO FINANCIAL STATEMENTS

1.  Basis of Presentation and Significant Accounting Policies
    ---------------------------------------------------------

The financial statements included herein have been prepared by Portsmouth
Square, Inc. ("Portsmouth" or the "Company"), without audit, according to the
rules and regulations of the Securities and Exchange Commission.  Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes the disclosures that are made are adequate to make the
information presented not misleading.  Further, the financial statements
reflect, in the opinion of management, all adjustments (which included only
normal recurring adjustments) necessary for a fair statement of the financial
position, cash flow and results of operations as of and for the periods
indicated.

Portsmouth is a 68.8%-owned subsidiary of Santa Fe Financial Corporation
("Santa Fe"), which is also a public company.  Santa Fe is an approximately
74%-owned subsidiary of the InterGroup Corporation ("InterGroup"), a public
company.

It is suggested that these financial statements be read in conjunction with the
audited financial statements and the notes therein included in the Company's
Form 10-KSB for the year ended June 30, 2005.

The results of operations for the three and nine months ended March 31, 2006
are not necessarily indicative of results to be expected for the full fiscal
year ending June 30, 2006.


2.  Investment in Justice Investors
    -------------------------------

The Company has a 49.8% interest in Justice Investors, a California limited
partnership ("Justice" or the "Partnership") in which Portsmouth serves as both
a general and limited partner. The other general partner, Evon Corporation
("Evon"), serves as the managing general partner of Justice.  Justice owns the
land, improvements and leaseholds now known as the Hilton San Francisco
Financial District, a 549-room hotel in San Francisco, California (the
"Hotel").

As a general and limited partner, Portsmouth has significant control over the
management and operation of the assets of Justice.  All significant partnership
decisions require the active participation and approval of both general
partners.  The Company and Evon jointly consult and determine the amount of
partnership reserves and the amount of cash to be distributed to the limited
partners.

Pursuant to the terms of the partnership agreement, voting rights of the
partners are determined according to the partners' entitlement to share in the
net profit and loss of the partnership.  The Company is not entitled to any
additional voting rights by virtue of its position as a general partner.

                                    -7-
<PAGE>

The partnership agreement also provides that no portion of the partnership real
property can be sold without the written consent of the general and limited
partners entitled to more than 72% of the net profit.

Historically, Justice's most significant income source was a lease between the
Partnership and Felcor Lodging Trust, Inc. ("Felcor") for the Hotel portion of
the property.  Pursuant to a Settlement Agreement entered into on May 3, 2004,
Felcor agreed to terminate its lease and surrender possession of the Hotel to
Justice, on June 30, 2004.  Effective July 1, 2004, Justice became the owner-
operator of the Hotel, with the assistance of a Management Agreement with Dow
Hotel Company, LLC. ("Dow") to perform the day-to day management functions of
the Hotel. The Partnership also derives income from the lease of the garage
portion of the property to Evon and from a lease on the lobby level of the
Hotel to Tru Spa.  The Company also derives revenue from management fees from
Justice for actively managing the hotel as a general partner.

On December 10, 2004, Justice entered into a Franchise License Agreement for
the right to operate the Hotel property as a Hilton brand hotel. Prior to
operating the hotel as a Hilton, the Partnership was required to make
substantial renovations to the hotel to meet Hilton standards in accordance
with a product improvement plan agreed upon by Hilton and the Partnership, as
well as complying with other brand standards.  The Agreement required that
those renovations be complete and the Hotel commence operations as a Hilton
hotel no later than June 1, 2006. The term of the Agreement is for a period of
15 years commencing on the opening date, with an option to extend the license
term for another five years, subject to certain conditions.

On March 15, 2005, the Partnership announced its decision to close down its
Hotel operations on or about June 1, 2005 to complete renovations of the Hotel
as required by the Hilton Agreement.  The below ground parking garage and Tru
Spa located on the lobby level of the Hotel, both of which are lessees of the
Partnership, remained open during the renovation work. The Hotel renovation
work was substantially completed on January 12, 2006 at which time the
Partnership obtained approval from Hilton to open the Hotel as the "Hilton San
Francisco Financial District". The Hotel opened with a limited number of rooms
available to rent, which increased as the Hotel transitioned into full
operations. All of the guest rooms, suites and amenities were completed by the
end of February 2006.

The total cost of the renovation project of the Hotel is currently expected to
be approximately $43 million.  That amount includes approximately $35 million
for the actual cost of the renovations and approximately $8 million for
estimated carrying costs of operations during the renovation period and for the
first four months of operations after the hotel opens.  As of March 31, 2006,
the Partnership has expended approximately $31,864,000 in construction costs
related to the renovation and approximately $7,700,000 in carrying costs, which
includes approximately $636,000 in interest costs incurred during the
construction phase that was capitalized. For the nine months ended March 31,
2006, the Partnership had an operating loss of approximately $6,632,000.

The Company's investment in Justice is recorded on the equity basis. Due to
continuing losses incurred by the Partnership during the renovation and
repositioning of the Hotel, the Company's equity in its investment in Justice
is currently carried as a liability on the Balance Sheet as of March 31, 2006.

                                    -8-
<PAGE>


On July 14, 2005, the Financial Accounting Standards Board directed Staff
Position (FSP) SOP 78-9-1, "Interaction of AICPA Statement of Position 78-9 and
EITF Issue No. 04-5" to amend the guidance in AICPA Statement of Position 78-9,
"Accounting for Investments in Real Estate Ventures" (SOP 78-9) to be
consistent with the consensus in Emerging Issues Task Force Issue No. 04-5
"Determining Whether a General Partner, or General Partners as a Group,
Controls a Limited Partnership or Similar Entity When the Limited Partners Have
Certain Rights" (Issue 04-5). FSP SOP 78-9-1 eliminated the concept of
"important rights" in paragraph .09 of SOP 78-9 and replaces it with the
concepts of "kick out rights" and "substantive participating rights" as defined
in Issue 04-5.

Under the amendment to paragraph .09 of SOP 78-9 the general partners of a
limited partnership should be deemed to control a limited partnership; however,
the rights of the limited partners may overcome that presumption of control.
The guidance in EITF Issue No. 04-5 should be used to determine whether the
rights of the limited partners overcome the presumption of control by the
general partners. The presumption of control is not overcome by the rights of
the limited partners and if a single general partner controls the limited
partnership, that general partner should consolidate the limited partnership
and apply the principles of accounting applicable for investments in
subsidiaries. For existing partnership agreements such as Justice Investors,
the guidance should be applied in financial statements issued for the first
reporting period in the fiscal years beginning after December 15, 2005 and
early application is encouraged.

During the fiscal quarter ended March 31, 2006, Portsmouth conducted an
assessment of its general and limited interest in Justice Investors under the
new guidance provided by SOP 78-9-1. The Company determined that, under the
limited partnership agreement, the limited partners of Justice do not have
either "kick out rights" to remove Portsmouth as a general partner or
"substantive participating rights" to direct the business of the Partnership.
Significant in that assessment is the fact that the limited partners of Justice
do not have the ability to dissolve (liquidate) the Partnership and effectively
remove the general partners without the participation and consent of
Portsmouth's 49.8% limited partnership interest since any action to sell the
Partnership real property and dissolve the Partnership requires the approval of
partners entitled to more than 72% of the net profit of the Partnership. Based
on its assessment, Portsmouth has concluded that rights of the limited partners
under the Partnership agreement do not overcome the presumption that
Portsmouth, as a general partner and a significant limited partner, controls
the Partnership in accordance with guidance set forth in FSP SOP 78-9-1. Thus,
Portsmouth should consolidate Justice and apply the principles of accounting
applicable for investments in subsidiaries due to its substantial limited
partnership interest and general partnership rights.

Portsmouth will apply the guidance of FSP SOP 78-9-1 no later than in its
financial statements issued for the first reporting period of its fiscal year
beginning July 1, 2006.

                                    -9-
<PAGE>


Condensed financial statements for Justice Investors are as follows:


                            JUSTICE INVESTORS
                         CONDENSED BALANCE SHEET
                              (Unaudited)

As of March 31,                                                2006
                                                            ----------
Assets
Cash                                                      $  1,674,000
Other assets                                                 2,065,000
Property, plant and equipment, net of
  accumulated depreciation of $13,306,000                   40,920,000
Land                                                         1,124,000
                                                            ----------
    Total assets                                          $ 45,783,000
                                                            ==========

Liabilities and partners' capital
Total current liabilities                                 $  8,392,000
Long-term debt                                              40,109,000
Partners' capital                                           (2,718,000)
                                                            ----------
    Total liabilities and partners' capital               $ 45,783,000
                                                            ==========


                                JUSTICE INVESTORS
                        CONDENSED STATEMENTS OF OPERATIONS

For the three months ended March 31,           2006            2005
                                            ----------      ----------
Hotel revenue                            $   3,158,000     $ 2,903,000
Garage rent                                    279,000         245,000
Other income(loss)                          (1,070,000)         60,000
Operating expenses                          (5,508,000)     (4,067,000)
                                            ----------      ----------
Net loss                                  $ (3,141,000)    $  (859,000)
                                            ==========      ==========


                                 JUSTICE INVESTORS
                        CONDENSED STATEMENTS OF OPERATIONS

For the nine months ended March 31,            2006            2005
                                            ----------      ----------
Hotel revenue                            $   3,158,000    $ 10,709,000
Garage rent                                    604,000         794,000
Other income(loss)                          (1,535,000)        189,000
Operating expenses                          (8,859,000)    (12,916,000)
                                            ----------      ----------
Net loss                                  $ (6,632,000)   $ (1,224,000)
                                            ==========      ==========

                                    -10-
<PAGE>


3.  Investment in Marketable Securities
    -----------------------------------

The Company's investment in marketable securities consists primarily of
corporate equities. The Company has also invested in corporate bonds and income
producing securities, which may include interests in real estate based
companies, where financial benefit could inure to its shareholders through
income and/or capital gain.

At March 31, 2006, all of the Company's marketable securities are classified as
trading securities.  In accordance with SFAS No. 115, "Accounting for Certain
Investments in Debt and Equity Securities," the change in the unrealized gains
and losses on these investments are included in earnings.  Trading securities
are summarized as follows:

<TABLE>

As of March 31, 2006:
                              Gross            Gross             Net            Market
Investment     Cost       Unrealized Gain  Unrealized Loss  Unrealized Gain     Value
----------  -----------   ---------------  ---------------  ---------------  ------------
<S>         <C>              <C>             <C>               <C>           <C>
Corporate
Equities    $10,657,000      $2,936,000      ($  141,000)      $2,795,000    $ 13,452,000

</TABLE>

As of March 31, 2006, the Company had $7,000 of unrealized losses related to
securities held for over one year.

As part of the investment strategies, the Company may assume short positions
against its long positions in marketable securities.  Short sales are used by
the Company to potentially offset normal market risks undertaken in the course
of its investing activities and/or to provide additional return opportunities.
The Company has no naked short positions.  As of March 31, 2006, the Company
had obligations for securities sold (equities short) of $1,221,000.

Marketable securities are stated at market value as determined by the most
recently traded price of each security at the balance sheet date.  Marketable
securities are classified as trading with net unrealized gains or losses
included in earnings.

Net gains on marketable securities on the statement of operations are comprised
of realized and unrealized gains.  Below is the composition of the two
components for the three and nine months ended March 31, 2006 and 2005,
respectively.

For the three months ended March 31,                  2006             2005
                                                  -----------      -----------
Realized gain(loss) on marketable securities      $    67,000      $   675,000
Unrealized gain(loss) on marketable securities      1,287,000       (2,972,000)
                                                  -----------      -----------
Net gains(losses) on marketable securities          1,354,000      $(2,297,000)
                                                  ===========      ===========

For the nine months ended March 31,                   2006             2005
                                                  -----------      -----------
Realized gain(loss) on marketable securities      $  (239,000)     $    79,000
Unrealized gain(loss) on marketable securities      1,817,000       (2,185,000)
                                                  -----------      -----------
Net gains(losses) on marketable securities          1,578,000      $(2,106,000)
                                                  ===========      ===========

                                    -11-
<PAGE>

4.  Segment Information
    --------------------

The Company operates in two reportable segments, the operation of Justice
Investors and the investment of its cash and securities assets. These two
operating segments, as presented in the financial statements, reflect how
management internally reviews each segment's performance.  Management also
makes operational and strategic decisions based on this same information.

Information below represents reporting segments for the three and nine months
ended March 31, 2006 and March 31, 2005.  Operating income from Justice
Investors consists of the operations of the hotel and garage, which are
included in the equity in net income(loss) of Justice Investors.  Operating
income (loss) for investment transactions consist of net investment gains
(losses) and dividend and interest income.

<TABLE>

Three months ended             Justice    Investment
March 31, 2006                Investors  Transactions      Other          Total
                            -----------  ------------   -----------   ------------
<S>                         <C>           <C>           <C>          <C>
Operating income(loss)      $(1,561,000)  $ 1,403,000   $         -  $    (158,000)
Operating expenses                    -      (101,000)            -       (101,000)
                            -----------   -----------   -----------   ------------
Net operating income(loss)   (1,561,000)    1,302,000             -       (259,000)

General and admin. exp.               -             -      (112,000)      (112,000)
Other income                          -             -       232,000        232,000
Income tax benefit                    -             -       104,000        104,000
                            -----------   -----------   -----------   ------------
Net income (loss)           $(1,561,000)  $ 1,302,000   $   224,000  $    (35,000)
                            ===========   ===========   ===========   ============
Total Assets                $         -   $14,561,000   $ 1,314,000   $ 15,875,000
                            ===========   ===========   ===========   ============
</TABLE>
<TABLE>

Three months ended             Justice    Investment
March 31, 2005                Investors  Transactions      Other          Total
                            -----------  ------------   -----------   ------------
<S>                         <C>           <C>           <C>          <C>
Operating loss              $  (425,000)  $(2,257,000)  $         -  $  (2,682,000)
Operating expenses                    -      (115,000)            -       (115,000)
                            -----------   -----------   -----------   ------------
Net operating loss             (425,000)   (2,372,000)            -     (2,797,000)

General and admin. exp.               -             -      (104,000)      (104,000)
Other income                          -             -        18,000         18,000
Income tax benefit                    -             -     1,153,000      1,153,000
                            -----------   -----------   -----------   ------------
Net income (loss)           $  (425,000)  $(2,372,000)  $ 1,067,000  $  (1,730,000)
                            ===========   ===========   ===========   ============
Total Assets                $ 2,952,000   $ 5,785,000   $   321,000   $  9,058,000
                            ===========   ===========   ===========   ============
</TABLE>
                                    -12-
<PAGE>

<TABLE>

Nine months ended              Justice    Investment
March 31, 2006                Investors  Transactions      Other          Total
                            -----------  ------------   -----------   ------------
<S>                         <C>           <C>           <C>          <C>
Operating income(loss)      $(3,294,000)  $ 1,741,000   $         -  $  (1,553,000)
Operating expenses                    -      (269,000)            -       (269,000)
                            -----------   -----------   -----------   ------------
Net operating income(loss)   (3,294,000)    1,472,000             -     (1,822,000)

General and admin. exp.               -             -      (349,000)      (349,000)
Other income                          -             -       258,000        258,000
Income tax benefit                    -             -       797,000        797,000
                            -----------   -----------   -----------   ------------
Net income (loss)           $(3,294,000)  $ 1,472,000   $   706,000  $  (1,116,000)
                            ===========   ===========   ===========   ============
Total Assets                $         -   $14,561,000   $ 1,314,000   $ 15,875,000
                            ===========   ===========   ===========   ============
</TABLE>
<TABLE>

Nine months ended             Justice    Investment
March 31, 2005               Investors  Transactions      Other          Total
                            -----------  ------------   -----------   ------------
<S>                         <C>           <C>           <C>          <C>
Operating income            $  (601,000)  $(1,972,000)  $         -  $  (2,573,000)
Operating expenses                    -      (240,000)            -       (240,000)
                            -----------   -----------   -----------   ------------
Net operating loss             (601,000)   (2,212,000)            -     (2,813,000)

General and admin. exp.               -             -      (344,000)      (344,000)
Other income                          -             -       112,000        112,000
Income tax benefit                    -             -     1,218,000      1,218,000
                            -----------   -----------   -----------   ------------
Net income (loss)           $  (601,000)  $(2,212,000)  $   986,000   $ (1,827,000)
                            ===========   ===========   ===========   ============
 Total Assets               $ 2,952,000   $ 5,785,000   $   321,000   $  9,058,000
                            ===========   ===========   ===========   ============
</TABLE>


5.  Related Party Transactions
    --------------------------

Certain shared costs and expenses, primarily administrative salaries, rent and
insurance are allocated among the Company, the Company's parent, Santa Fe
Financial Corporation ("Santa Fe"), and The InterGroup Corporation
("InterGroup"), parent of Santa Fe, based on management's estimate of the pro
rata utilization of resources.  For the three months ended March 31, 2006 and
March 31, 2005, these expenses were approximately $20,000 and $21,000,
respectively.  For the nine months ended March 31, 2006 and March 31, 2005,
these expenses were approximately $40,000 and $42,000, respectively. Four of
the Company's Directors serve as directors of InterGroup and three of the
Company's Directors serve on the Board of Santa Fe.

John V. Winfield serves as Chief Executive Officer and Chairman of the Company,
Santa Fe, and InterGroup.  Depending on certain market conditions and various
risk factors, the Chief Executive Officer, his family, Santa Fe and InterGroup
may, at times, invest in the same companies in which the Company invests.  The
Company encourages such investments because it places personal resources of the
Chief Executive Officer and his family members, and the resources of Santa Fe
and InterGroup, at risk in connection with investment decisions made on behalf
of the Company.

                                    -13-
<PAGE>

6.  Subsequent event
    ----------------

In April 2006, the Company purchased a 0.20% limited partnership interest in
Justice Investors from another limited partner for $180,000. That purchase
brings Portsmouth's limited partnership interest in Justice to exactly 50.00%.



Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS AND PROJECTIONS

The Company may from time to time make forward-looking statements and
projections concerning future expectations.  When used in this discussion, the
words "estimate," "project," "anticipate" and similar expressions, are intended
to identify forward-looking statements.  Such statements are subject to certain
risks and uncertainties, such as the impact of terrorism and war on the
national and international economies, including tourism and securities markets,
general economic conditions and increased competition in the hotel industry in
the San Francisco area, labor relations and labor disruptions, partnership
distributions, the ability of the Partnership to obtain hotel financing for
renovations at favorable interest rates and terms, securities markets and
concentration of risk, litigation and other factors, including natural
disasters, and those discussed below in this section and in the Company's Form
10-KSB for the fiscal year ended June 30, 2005, that could cause actual results
to differ materially from those projected.  Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak only as to the
date hereof.  The Company undertakes no obligation to publicly release the
results of any revisions to those forward-looking statements, which may be made
to reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.


RESULTS OF OPERATIONS

The Company has a 49.8% ownership interest in the Justice Investors limited
partnership ("Justice" or the "Partnership"), in which Portsmouth serves as one
of the general partners. Justice owns the land, improvements and leaseholds at
750 Kearny Street, San Francisco, California, formerly known as the Holiday Inn
Select Downtown & Spa (the "Hotel"). Historically, Justice's most significant
income source was derived from a lease between the Partnership and Felcor
Lodging Trust, Inc. ("Felcor") for the Hotel portion of the property.  Pursuant
to a Settlement Agreement entered into on May 3, 2004, Felcor agreed to
terminate its lease and surrender possession of the Hotel to Justice, effective
June 30, 2004. Effective July 1, 2004, Justice became the owner-operator of the
Hotel, with the assistance of a Management Agreement with Dow Hotel Company,
LLC. ("Dow") to perform the day-to-day management functions of the Hotel. The
Partnership also derives income from the lease of the garage portion of the
property to Evon Corporation ("Evon") and from a lease with Tru Spa for a
portion of the lobby level of the Hotel.  The Company also receives management
fees from Justice for actively managing the hotel as a general partner.

                                    -14-
<PAGE>

On December 10, 2004, Justice entered into a Franchise License Agreement for
the right to operate the Hotel property as a Hilton brand hotel. Prior to
operating the hotel as a Hilton, the Partnership was required to make
substantial renovations to the hotel to meet Hilton standards in accordance
with a product improvement plan agreed upon by Hilton and the Partnership, as
well as complying with other brand standards.  The Agreement requires that
those renovations be complete and the Hotel commence operations as a Hilton
hotel no later than June 1, 2006. The term of the Agreement is for a period of
15 years commencing on the opening date, with an option to extend the license
term for another five years, subject to certain conditions.

The Partnership currently estimates that the total cost of the renovation
project of the Hotel will be approximately $43 million.  That amount includes
approximately $35 million for the actual cost of the renovations and
approximately $8 million for estimated carrying costs of operations during the
renovation period and for the first four months of operations after the hotel
opens.  As of March 31, 2006, the Partnership has expended approximately
$31,864,000 in construction costs related to the renovation and approximately
$7,700,000 in carrying costs, which includes approximately $636,000 in interest
costs incurred during the construction phase that was capitalized. For the nine
months ended March 31, 2006, the Partnership had an operating loss of
approximately $6,632,000.

On March 15, 2005, the Partnership announced its decision to close down its
Hotel operations on or about June 1, 2005 to complete renovations of the Hotel
as required by the Hilton Agreement.  The below ground parking garage and Tru
Spa located on the lobby level of the Hotel, both of which are lessees of the
Partnership, remained open during the renovation work.


RECENT DEVELOPMENTS

As of January 12, 2006 the Hotel renovation work was substantially completed,
at which time the Partnership obtained approval from Hilton to open the Hotel
as the "Hilton San Francisco Financial District". The Hotel opened with a
limited number of rooms available to rent, which increased as the Hotel
transitioned into full operations by the end of February 2006.

The newly opened Hilton hotel has 549 well appointed guestrooms and luxury
suites with bay or city views, featuring large working desks, ergonomic chairs,
wired and wireless high-speed Internet access, and "The Suite Dreams" beds by
Hilton, complete with duvet, down comforter and jumbo size pillows. The newly
redesigned meeting rooms and ballroom will accommodate meetings and events for
up to 500 people with video conferencing and premium audio/visual equipment. A
new business center and fitness center are additional amenities. The new Hilton
hotel also has the only hotel day spa (Tru Spa) in the Financial District. A
redesigned entry way is integrated into the lobby and management expects the
new restaurant "Seven Fifty" and lounge, with a dramatic fireplace treatment,
will bring a new level of excitement and service to the guests of the hotel.
Management believes that the new Hilton hotel will now be able to directly
compete with all hotels in the Financial District.

On January 20, 2006, the Partnership obtained a $4,500,000 increase in its
existing line of credit capacity with United Commercial Bank, raising the total
amount available to the Partnership pursuant to that line of credit to
$14,500,000. The increase in the credit line is on the same terms as the
existing line of credit with additional loan and documentation fees of $4,000.
As of March 31, 2006, the balance on this line was $10,109,000.

                                    -15-
<PAGE>

Effective February 23, 2006, Justice Investors entered into an amended and
restated compensation agreement with its general partners, Evon and Portsmouth.
Pursuant to that agreement, Evon and Portsmouth are each to receive a total of
$377,500 in repositioning fees as compensation for their services rendered to
Justice with respect to repositioning the Hotel and restructuring its business
and management subject to certain performance criteria. As of March 31, 2006, a
total of $187,500 in repositioning fees had been paid to Portsmouth, with
$118,750 having been received in current quarter. An additional $100,000 in
repositioning fees has been earned by Portsmouth and accrued by Justice but not
yet paid.


Three Months Ended March 31, 2006 Compared to Three Months
Ended March 31, 2005

The Company had a net loss of $35,000 for the three months ended March 31, 2006
compared to a net loss of $1,730,000 for the three months ended March 31, 2005.
As discussed below, the decrease in the net loss was primarily due the
significant improvement in the performance of the Company's investment
portfolio offset by the significantly higher loss related to the Company's
equity investment in Justice Investors.

The loss from the Company's equity investment in Justice Investors increased to
$1,561,000 for the three months ended March 31, 2006 from $425,000 for the
three months ended March 31, 2005. The increased Partnership loss was primarily
attributable to approximately $794,000 in one time start up costs for the
reopening of the hotel in January 2006 as well as higher interest expenses,
depreciation and amortization, property taxes, insurance costs and general and
administrative expenses related to the renovation and repositioning of the
Hotel. Partnership operating revenues for the three months ended March 31, 2006
were approximately $3,471,000 compared to approximately $3,001,000 for the
three months ended March 31, 2005. Of that amount, $3,158,000 was attributable
to the operations of the Hotel, which commenced operations on a limited basis
on January 12, 2006, compared to $2,903,000 in hotel revenues for the same
three month period in fiscal 2005. Average Hotel occupancy rates for the three
months ended March 31, 2006 were approximately 37% (based on 549 rooms) with an
average daily room rate of approximately $146, compared to an average occupancy
rate of approximately 60% and an average daily room rate of approximately $85
for the three months ended March 31, 2005. Garage rental income increased to
approximately $279,000 from approximately $245,000 for the same period in the
prior fiscal year.

While the Partnership believes that the Hotel is now positioned to compete with
the other hotels in the Financial District, it is expected that it will be
several months before the Hotel operations begin to reach its stabilization
level after being closed for more than 7 months. Management understands that
such a ramp up period is typical in the industry for hotels that shut down
operations for major renovations, especially for those hotels that reopen as a
different brand.  As a general partner of Justice, Portsmouth will continue to
work diligently with Evon, Dow and Hilton to improve the operations of the
Hotel.

Included in other income are monthly management fees and repositioning fees
from Justice earned by the Company for its services as a general partner
related to the repositioning of the hotel.  The increase in other income to
$232,000 for the three months ended March 31, 2006 from $18,000 for the three
months ended March 31, 2005 was primarily the result of $218,000 in
repositioning fees earned by the Company during the current period.

                                    -16-
<PAGE>

The Company had net gains on marketable securities of $1,354,000 for the three
months ended March 31, 2006 compared to net losses on marketable securities of
$2,297,000 for the three months ended March 31, 2005 as the result of the
significant improvement in the performance of the Company's investment
portfolio.  For the three months ended March 31, 2006, the Company had net
unrealized gains of $1,287,000 and net realized gains of $67,000.  For the
three months ended March 31, 2005, the Company had net unrealized losses of
$2,972,000 and net realized gains of $675,000.  Gains and losses on marketable
securities may fluctuate significantly from period to period in the future and
could have a significant impact on the Company's net income.  However, the
amount of gain or loss on marketable securities for any given period may have
no predictive value and variations in amount from period to period may have no
analytical value. For a more detailed description of the composition of the
Company's marketable securities please see the Marketable Securities section
below.

The provision for income tax benefit decreased to $104,000 for the three months
ended March 31, 2006 from $1,153,000 for the three months ended March 31, 2005
due to the significantly smaller pre-tax loss incurred during the three months
ended March 31, 2006 as compared to the pre-tax loss incurred during the three
months ended March 31, 2005.


Nine Months Ended March 31, 2006 Compared to Nine Months
Ended March 31, 2005

The Company had a net loss of $1,116,000 for the nine months ended March 31,
2006 compared to a net loss of $1,827,000 for the nine months ended March 31,
2005.  As discussed below, the decrease in the net loss was primarily due the
significant improvement in the performance of the Company's investment
portfolio offset by the significantly higher loss related to the Company's
equity investment in Justice Investors.

The loss from the Company's equity investment in Justice Investors increased to
$3,294,000 for the nine months ended March 31, 2006 from $601,000 for the nine
months ended March 31, 2005.  Effective, May 31, 2005, the Partnership elected
to close down its Hotel operations to complete the renovations of the Hotel as
required by the Hilton Franchise Agreement. Since the Hotel did not reopen
until January 12, 2006, less than three months of operating results from the
Hotel are included in the nine months ended March 31, 2006 while the nine
months ended March 31, 2005 include the full operations of the Hotel for that
period. For the nine months ended March 31, 2006 the Partnership sustained a
net loss of $6,632,000 compared to a net loss of $1,224,000 for the same period
in fiscal 2005. The increase in the net loss was primarily attributable to
hotel revenue of only $3,158,000 for the nine months ended March 31, 2006
compared to $10,709,000 for the nine months ended March 31, 2005 and increased
costs in the current period related to the reopening of the hotel, higher
interest expenses, property taxes, insurance costs, general and administrative
expenses, professional fees, security personnel and other costs for the
repositioning of the Hotel. The Partnership also had a decrease in garage rent
to $604,000 from $794,000 for the comparable period in fiscal 2005, primarily
due to the closing of the Hotel.

Included in other income are monthly management fees and repositioning fees
from Justice earned by the Company for its services as a general partner
related to the repositioning of the hotel.  The increase in other income to

                                    -17-
<PAGE>

$258,000 for the nine months ended March 31, 2006 from $112,000 for the nine
months ended March 31, 2005 was primarily the result of the additional $150,000
in repositioning fees earned by the Company during the nine months end March
31, 2006.  During the nine months ended March 31, 2006, the Company earned
$218,000 in repositioning fees compared to $68,000 for the nine months ended
March 31, 2005.

The Company had net gains on marketable securities of $1,578,000 for the nine
months ended March 31, 2006 compared to net losses of $2,106,000 for the nine
months ended March 31, 2005 as the result of the significant improvement in the
performance of the Company's investment portfolio.  For the nine months ended
March 31, 2006, the Company had net unrealized gains of $1,817,000 and net
realized losses of $239,000.  For the nine months ended March 31, 2005, the
Company had net unrealized losses of $2,185,000 and net realized gains of
$79,000.  Gains and losses on marketable securities may fluctuate significantly
from period to period in the future and could have a significant impact on the
Company's net income.  However, the amount of gain or loss on marketable
securities for any given period may have no predictive value and variations in
amount from period to period may have no analytical value. For a more detailed
description of the composition of the Company's marketable securities please
see the Marketable Securities section below.

The provision for income tax benefit decreased to $797,000 for the nine months
ended March 31, 2006 from $1,218,000 for the nine months ended March 31, 2005
due to the smaller pre-tax loss incurred during the nine months ended March 31,
2006 as compared to the pre-tax loss incurred during the nine months ended
March 31, 2005.


MARKETABLE SECURITIES

As of March 31, 2006, the Company had investments in marketable equity
securities of $13,452,000.  The following table shows the composition of the
Company's marketable securities portfolio by selected industry groups as of
March 31, 2006.


                                                              % of Total
                                                              Investment
   Industry Group                      Market Value           Securities
   --------------                      ------------           ----------
   Telecommunications and media        $ 3,820,000               28.4%
   Services                              1,596,000               11.9%
   Technology and internet               1,527,000               11.4%
   REITs and building materials          1,416,000               10.5%
   Insurance, banks and brokers          1,303,000                9.7%
   Retail and consumer goods             1,028,000                7.6%
   Automobiles and motor vehicle parts     726,000                5.4%
   Pharmaceuticals and healthcare          716,000                5.3%
   Utilities and energy                    514,000                3.8%
   Other                                   806,000                6.0%
                                       ------------           ----------
                                       $13,452,000              100.0%
                                       ============           ==========

As of March 31, 2006, the Company had approximately 28.4% of its marketable
securities portfolio invested in the telecommunications and media industry

                                    -18-
<PAGE>

group.  While such concentration could be considered a risk factor, that
industry grouping includes telecommunications and media companies that operate
in different sectors of telecommunications and media industries, which the
Company believes is consistent with its diversification policies.

The Company's investment portfolio is diversified with 61 different equity
positions.  The portfolio contains six individual equity securities that are
more than 5% of the equity value of the portfolio with the largest security
being 11% of the value of the portfolio.  The amount of the Company's
investment in any particular issuer may increase or decrease, and additions or
deletions to its securities portfolio may occur, at any time.  While it is the
internal policy of the Company to limit its initial investment in any single
equity to less than 5% of its total portfolio value, that investment could
eventually exceed 5% as a result of equity appreciation or reduction of other
positions.  As of March 31, 2006, the Company had approximately 28.4% of its
marketable securities portfolio invested in the telecommunications and media
industry group.  While such concentration could be considered a risk factor,
that industry grouping includes telecom and media companies that operate in
different sectors of telecommunications and media industry, which the Company
believes is consistent with its diversification policies.  Marketable
securities are stated at market value as determined by the most recently traded
price of each security at the balance sheet date.


FINANCIAL CONDITION AND LIQUIDITY

Historically, the Company's cash flows were primarily generated through its
general and limited partnership interest in the Justice Investors limited
partnership, which derived its income from its lease with Felcor and a lease
with Evon.  The Company also received monthly limited partnership distributions
from Justice Investors as well as monthly management fees as a general partner.
The Company also receives revenues generated from the investment of its cash
and securities assets.  Since the Partnership closed down the operations of the
Hotel on May 31, 2005 and has expended significant amounts of money to renovate
and reposition the Hotel as a Hilton, it will not be paying any monthly limited
partnership distributions until some time after operations commence under the
Hilton brand.  As a result, the Company may have to depend more on the revenues
generated from the investment of its cash and securities assets during that
transition period.

Prior to operating the hotel as a Hilton, the Partnership was required to make
substantial renovations to the hotel to meet Hilton standards in accordance
with a product improvement plan agreed upon by Hilton and the Partnership, as
well as complying with other brand standards.  The Partnership currently
estimates that the total cost of the renovation project will be approximately
$43 million.  That amount includes approximately $35 million for the actual
cost of the renovations and approximately $8 million for estimated carrying
costs of operations during the renovation period and for the first four months
of operations after the hotel opens. That amount reflects an increase in the
Partnership's prior estimates primarily due to increased start up costs related
to the reopening of the Hotel and higher than anticipated operating costs in
relation to revenues due to opening the Hotel on a limited basis on January 12,
2006.

To meet its substantial financial commitments for the renovation project,
Justice has relied on additional borrowings to meet its obligations. On July
27, 2005, Justice entered into a first mortgage loan (the "Prudential Loan")

                                    -19-
<PAGE>

with The Prudential Insurance Company of America in a principal amount of
$30,000,000. The term of the Loan is for 120 months at a fixed interest rate of
5.22% per annum. The Loan calls for monthly installments of principal and
interest in the amount of approximately $165,000, calculated on a 360 month
amortization schedule. The Loan is collateralized by a first deed of trust on
the Partnership's Hotel property, including all improvements and personal
property thereon and an assignment of all present and future leases and rents.
The Loan is without recourse to the limited and general partners of Justice.

On July 27, 2005, Justice also obtained a $10,000,000 Revolving Line of Credit
("LOC") from United Commercial Bank. The term of the LOC is for 60 months at an
annual interest rate based on the index selected by Justice at the time of the
request for each advance. The interest rate will either be a variable rate
equal to The Wall Street Journal Prime Rate or the Libor Rate plus 2%, fixed
for the period selected by the Partnership. The LOC is collateralized by a
second deed of trust on the Hotel property. Interest only is payable monthly
with principal and accrued interest due at maturity. On January 20, 2006, the
Partnership obtained a $4,500,000 increase in its existing line of credit
capacity with United Commercial Bank, raising the total amount available to the
Partnership pursuant to that line of credit to $14,500,000. The increase in the
credit line is on the same terms as the existing line of credit with additional
loan and documentation fees of $4,000. As of March 31, 2006, approximately
$10,109,000 of the $14,500,000 total LOC was utilized by the Partnership.

Prudential Loan and the LOC have provided Justice with sufficient financial
resources for the Partnership to complete the substantial renovations to the
Hotel required by its Franchise License Agreement with Hilton and to meet its
debt service requirements and operating capital needs through the reopening of
the Hotel and anticipates that those resources will be sufficient to sustain
its operating cash needs until the Hotel begins generating net income which the
Partnership expects to be in the late Spring of 2006.  The Partnership also
believes that there is sufficient equity in the Hotel assets to support future
borrowings if necessary. The Partnership believes that the revenues expected to
be generated from the Hotel operations after stabilization will be sufficient
to meet all of its current and future obligations and financial requirements.

That additional amount of leverage related to the Prudential Loan and the
utilization of the LOC and the associated debt service will create additional
risk for the Partnership and its ability to generate cash flows in the future
since the Hotel asset has been virtually debt free for many years. The
Partnership does not anticipate paying any partnership distributions until some
time after operations commence under the Hilton brand and net income and
capital requirements warrant such distributions.  As a result, the Company may
have to depend more on the revenues generated from the investment of its cash
and securities assets during that transition period.

The Company has invested in short-term, income-producing instruments and in
equity and debt securities when deemed appropriate.  The Company's marketable
securities are classified as trading with unrealized gains and losses recorded
through the statement of operations.

Although the Company has suffered a significant decline in hotel revenues and
may be facing a significant period of time without partnership distributions,
management believes that its cash, securities assets, and the cash flows
generated from those assets, will be adequate to meet the Company's current and
future obligations.

                                    -20-
<PAGE>

MATERIAL CONTRACTUAL OBLIGATIONS

The Company also does not have any material contractual obligations or
commercial commitments.


OFF-BALANCE SHEET ARRANGEMENTS

The Company has no off balance sheet arrangements.


IMPACT OF INFLATION

Hotel room rates are typically impacted by supply and demand factors, not
inflation, since rental of a hotel room is usually for a limited number of
nights.  Room rates can be, and usually are, adjusted to account for
inflationary cost increases.  To the extent that the Dow is able to adjust room
rates, there should be minimal impact on partnership revenues due to inflation.
Partnership revenues are also subject to interest rate risks, which may be
influenced by inflation.  For the two most recent fiscal years, the impact of
inflation on the Company's income is not viewed by management as material.


CRITICAL ACCOUNTING POLICIES

The Company reviews its long-lived assets and other investments for impairment
when circumstances indicate that a potential loss in carrying value may have
occurred.  For the Company's investment in Justice, to the extent that
projected future undiscounted cash flows from the operation of the hotel
property are less than the carrying value of the asset, the investment would be
considered impaired and the carrying value of the asset would be reduced to its
fair value.  For other investments, the Company reviews the investment's
operating results, financial position and other relevant factors to determine
whether the estimated fair value of the asset is less than the carrying value
of the asset.

Marketable securities are stated at market value as determined by the most
recently traded price of each security at the balance sheet date.  Marketable
securities are classified as trading with net unrealized gains or losses
included in earnings.


Item 3. Controls and Procedures

(a) Disclosure Controls and Procedures.

The Company's management, with the participation of the Company's Chief
Executive Officer and the Chief Financial Officer, has evaluated the
effectiveness of the Company's disclosure controls and procedures (as defined
in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the
fiscal period covered by this Quarterly Report on Form 10-QSB.  Based upon such
evaluation, the Chief Executive Officer and Chief Financial Officer have
concluded that, as of the end of such period, the Company's disclosure controls
and procedures are effective in ensuring that information required to be
disclosed in this filing is accumulated and communicated to management and is
recorded, processed, summarized and reported in a timely manner and in
accordance with Securities and Exchange Commission rules and regulations.

                                    -21-
<PAGE>

(b) Internal Control Over Financial Reporting.

There have been no changes in the Company's internal control over financial
reporting during the last quarterly period covered by this Quarterly Report on
Form 10-QSB that have materially affected, or are reasonably likely to
materially affect, the Company's internal control over financial reporting.


                               PART II.

                          OTHER INFORMATION


Item 4.  Submission of Matters to a Vote of Shareholders.

The Annual Meeting of the Shareholders of the Company was held on February 23,
2006 at the Hilton San Francisco Financial District, 750 Kearny Street, San
Francisco, California. At that meeting, all of management's nominees: John V.
Winfield, Jerold R. Babin, Josef A. Grunwald, John C. Love and William J.
Nance, were elected as Directors of the Company to serve until the next Annual
Meeting.  At the Annual Meeting, the shareholders also voted in favor of the
ratification of the Audit Committee's selection of PricewaterhouseCoopers LLP
as the Company's independent registered public accounting firm for the fiscal
year ending June 30, 2006.  A tabulation of the vote follows:


Proposal (1) - Directors:                Votes For       Withheld
                                         ---------       --------
   John V. Winfield                       673,093         37,578
   Jerold R. Babin                        685,593         25,078
   Josef A. Grunwald                      673,093         37,578
   John C. Love                           673,093         37,578
   William J. Nance                       673,093         37,578

Proposal (2) - Accountants:              Votes For      Against    Abstained
                                         ---------      -------    ---------
   PricewaterhouseCoopers LLP             696,816         459       13,396


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

(a) Exhibits

    31.1   Certification of Chief Executive Officer of Periodic Report
            Pursuant to Rule 13a-14(a) and Rule 15d-14(a).

    31.2   Certification of Chief Financial Officer of Periodic Report
            Pursuant to Rule 13a-14(a) and Rule 15d-14(a).

    32.1   Certification of Chief Executive Officer Pursuant to 18
            U.S.C. Section 1350.

    32.2   Certification of Chief Financial Officer Pursuant to 18
            U.S.C. Section 1350.

(b) Registrant did not file any reports on Form 8-K during the quarter covered
by this Report.

                                    -22-
<PAGE>


                                SIGNATURES

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


                                               PORTSMOUTH SQUARE, INC.
                                                     (Registrant)


Date: May 15, 2006                          by /s/ John V. Winfield
                                              ---------------------------
                                              John V. Winfield, President,
                                              Chairman of the Board and
                                              Chief Executive Officer


Date: May 15, 2006                         by /s/ Michael G. Zybala
                                              ---------------------------
                                              Michael G. Zybala,
                                              Vice President and Secretary


Date: May 15, 2006                         by /s/ David T. Nguyen
                                              --------------------------
                                              David T. Nguyen, Treasurer
                                             (Principal Accounting Officer)

                                    -23-