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 September 30, 2003

                         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 ( )

   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 November 12, 2003.

   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 - September 30, 2003 (Unaudited)                       3

  Statements of Operations (Unaudited)- Three Months ended
    September 30, 2003 and September 30, 2002                          4

  Statements of Cash Flows (Unaudited)- Three Months ended
    September 30, 2003 and September 30, 2002                          5

  Notes to Financial Statements                                        6

Item 2. Management's Discussion and Analysis of Financial
        Condition and Results of Operations                           10

Item 3. Controls and Procedures                                       14


PART II. OTHER INFORMATION

Item 6. Exhibits and Reports on Form 8-K                              15

SIGNATURES                                                            15


                                     -2-
<PAGE>



                         PART 1 - FINANCIAL INFORMATION

Item 1 - Financial Statements

                             PORTSMOUTH SQUARE, INC.
                                 BALANCE SHEET
                                  (Unaudited)
As of September 30,                                           2003
                                                          ----------

Assets

  Cash and cash equivalents                              $    82,940
  Investment in marketable securities                     16,958,359
  Investment in Justice Investors                            953,434
  Other investments                                          200,000
  Deferred income tax asset                                  723,576
  Other assets                                               135,256
                                                          ----------
Total assets                                             $19,053,565
                                                          ==========

Liabilities and Shareholders' Equity

Liabilities
  Due to securities broker                                 2,848,697
  Obligations for securities sold                          8,570,117
  Accounts payable and other liabilities                     205,643
                                                          ----------
Total liabilities                                         11,624,457
                                                          ----------
Commitments and contingencies

Shareholders' equity:
  Common stock, no par value:
    Authorized shares - 750,000
    Issued and outstanding shares - 734,183                2,092,300
  Additional paid-in capital                                 915,676
  Retained earnings                                        4,421,132
                                                          ----------

Total shareholders' equity                                 7,429,108
                                                          ----------

Total liabilities and shareholders' equity               $19,053,565
                                                          ==========


See accompanying notes to financial statements.

                                     -3-
<PAGE>


                            PORTSMOUTH SQUARE, INC.

                           STATEMENTS OF OPERATIONS
                                  (Unaudited)


For the three months ended September 30,              2003           2002
                                                  ----------     ----------
  Equity in net income of Justice
   Investors                                      $  271,372     $  499,287

  General and administrative expense                (110,083)      (112,718)
                                                  ----------     ----------
                                                     161,289        386,569
Other income (expenses):
  Net gains(losses) on marketable securities         405,453      (717,465)
  Dividend and interest income                        51,874         26,040
  Margin interest and trading expenses               (62,150)       (16,460)
  Other income                                         5,605         15,221
                                                  ----------     ----------
                                                     400,782       (692,664)
                                                  ----------     ----------

Income(loss) before income taxes                     562,071       (306,095)

Provision for income tax (expense) benefit          (224,828)       125,009
                                                  ----------     ----------
Net income(loss)                                 $   337,243    $  (181,086)
                                                  ==========     ==========

Basic income(loss) per share                     $      0.46    $     (0.25)
                                                  ==========     ==========

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


See accompanying notes to financial statements.


                                     -4-
<PAGE>


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


For the three months ended September 30,             2003           2002
                                                  ----------     ----------
Cash flows from operating activities:
  Net income(loss)                               $   337,243   $   (181,086)
  Adjustments to reconcile net loss
   to net cash (used in) provided by
    operating activities:
    Equity in net income of Justice Investors       (271,372)      (499,287)
    Net unrealized  gains on
     marketable securities                          (464,711)      (357,361)
    Changes in assets and liabilities:
      Investment in marketable securities         (1,700,747)     1,627,730
      Deferred income taxes and other assets          99,805       (489,184)
      Accounts payable and other liabilities        (340,124)        34,360
      Due to securities broker                      (543,084)             -
      Obligations for securities sold              2,812,115        131,367
                                                  ----------     ----------
  Net cash (used in)provided by
   operating activities                              (70,875)       266,539
                                                  ----------     ----------

Cash flows from investing activities:
  Cash distributions from Justice Investors          397,404        501,984
                                                  ----------     ----------
  Net cash provided by investing activities          397,404        501,984
                                                  ----------     ----------

Cash flows from financing activities:
  Dividends paid                                    (367,091)      (183,546)
                                                  ----------     ----------
  Net cash used in financing activities             (367,091)      (183,546)
                                                  ----------     ----------
Net (decrease) increase in cash and
  cash equivalents                                   (40,562)       584,977

Cash and cash equivalents at the beginning
  of the period                                      123,502      1,480,271
                                                  ----------     ----------
Cash and cash equivalents at the end of the
 period                                          $    82,940    $ 2,065,248
                                                  ==========     ==========


See accompanying notes to financial statements.


                                     -5-
<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 to state fairly the financial position
and results of operations as of and for the periods indicated.

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, 2003.

Certain reclassifications have been made to the financial statements as of
September 30, 2002 and for the three months then ended to conform to financial
statements as of and for the three months ended September 30, 2003.

The results of operations for the three ended September 30, 2003 are not
necessarily indicative of results to be expected for the full fiscal year
ending June 30, 2004.


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

The Company's principal source of revenue is derived from its 49.8% interest in
Justice Investors, a California limited partnership ("Justice Investors"), in
which the Company serves as one of the two general partners.  The other general
partner, Evon Garage Corporation ("Evon"), serves as the managing general
partner.  As a general and limited partner, Portsmouth has significant control
over the management and operation of the assets of Justice Investors.  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.

The partnership derives most of its income from a lease of its San Francisco,
California hotel property to Felcor Lodging Trust, Inc. ("Felcor") and from a
lease of the garage portion of the property to Evon.  As a general partner, the
Company is active in monitoring and overseeing the operations of the hotel and
parking garage.  The Company also derives revenue from management fees for
actively managing the hotel.  Investment in Justice Investors is recorded on
the equity basis.

Pursuant to the terms of the partnership agreement, voting rights of the
partners are determined according to the partners' entitlement to share in the

                                     -6-
<PAGE>

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.
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.

The compensation agreement for the general partners of Justice Investors
provides that the general partners are entitled to receive compensation equal
to 3% of the annual gross rents of the partnership.  From the first $150,000 of
compensation payable to the general partners, $120,000 is payable to Evon
Garage Corporation and $30,000 is payable to Portsmouth as the other general
partner.  Any compensation in excess of the $150,000 is to be split 50/50
between the general partners.  The partnership makes monthly advances of
$10,000 to Evon and $2,500 to Portsmouth with any balance adjusted at the end
of the year based on annual gross revenues.  For the three months ended
September 30, 2003, the Company received $7,500 in management fees from Justice
Investors.

The Company amortizes the difference between the cost basis of its investment
in Justice Investors and its share of the net assets allocable to depreciable
assets of Justice Investors over 40 years.

For the Company's investment in Justice, to the extent that projected future
undiscounted cash flows from the operation of the Company's hotel property are
less than the carrying value of the asset, the investment would be considered
permanently impaired and the carrying value of the asset would be reduced to
its fair value.

Condensed financial statements for Justice Investors are as follows:


                            JUSTICE INVESTORS
                         CONDENSED BALANCE SHEET

As of September 30,                                            2003
                                                            ----------
Assets
Total current assets                                       $   146,757
Loan fees and deferred lease costs,
  net of accumulated amortization of $13,293                    45,810
Property, plant and equipment, net of
  accumulated depreciation of $12,751,272                    5,929,551
Construction in progress                                       166,137
Land                                                         1,124,128
                                                            ----------
    Total assets                                           $ 7,412,383
                                                            ==========

Liabilities and partners' capital
Total current liabilities                                  $   152,013
Long term debt                                               4,331,985
Partners' capital                                            2,928,385
                                                            ----------
    Total liabilities and partners' capital                $ 7,412,383
                                                            ==========

                                     -7-
<PAGE>


                                JUSTICE INVESTORS
                        CONDENSED STATEMENTS OF OPERATIONS

For the three months ended September 30,        2003            2002
                                            ----------      ----------
Revenues                                   $ 1,011,881     $ 1,191,473
Costs and expenses                            (474,208)       (188,888)
                                            ----------      ----------
Net income                                 $   537,673     $ 1,002,585
                                            ==========      ==========


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.

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 September 30, 2003, the
Company had obligations for securities sold (equities short) of $8,570,117.

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.  Included in the net gains on marketable securities of
$405,453 for the three months ended September 30, 2003 are net unrealized gains
of $464,711 and net realized losses of $59,258. Included in the net losses on
marketable securities of $717,465 for the three months ended September 30, 2002
are net unrealized gains of $357,361 and net realized losses of $1,074,826.


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 September 30, 2003 and the three and nine months ended September 30,
2002.  Operating income from Justice Investors consists of the operations of
the hotel and garage included in the equity in net income of Justice Investors.
Operating income (losses) for investment transactions consist of net investment
gains (losses) and dividend and interest income.

                                     -8-
<PAGE>


<TABLE>

Three months ended             Justice    Investment
September 30, 2003            Investors  Transactions      Other          Total
                            -----------  ------------   -----------   ------------
<S>                         <C>           <C>           <C>          <C>
Operating income            $   271,372   $   457,327             -  $     728,699
Operating expenses                    -       (62,150)            -        (62,150)
                            -----------   -----------   -----------   ------------
Net operating income            271,372       395,177             -        666,549

General and administrative
  expenses                            -             -      (110,083)      (110,083)
Other income                          -             -         5,605          5,605
Income tax benefit                    -             -      (224,828)      (224,828)
                            -----------   -----------   -----------   ------------
Net income(loss)            $   271,372   $   395,177   $  (329,306)  $    337,243
                            ===========   ===========   ===========   ============
Total Assets                $   953,434   $17,158,359   $   941,772   $ 19,053,565
                            ===========   ===========   ===========   ============
</TABLE>

<TABLE>
Three months ended            Justice      Investment
September 30, 2002           Investors    Transactions     Other          Total
                            -----------   -----------   -----------   ------------
<S>                         <C>           <C>           <C>           <C>
Operating income (loss)     $   499,287   $  (691,425)  $         -   $   (192,138)
Operating expenses                    -       (16,460)            -        (16,460)
                            -----------   -----------   -----------   ------------
Net operating
 Income(loss)                   499,287      (707,885)            -       (208,598)

General and administrative
  expenses                            -             -      (112,718)      (112,718)
Other income                          -             -        15,221         15,221
Income tax benefit                    -             -       125,009        125,009
                            -----------   -----------   -----------   ------------
Net income (loss)           $   499,287   $  (707,885)  $    27,512  $    (181,086)
                            ===========   ===========   ===========   ============
Total Assets                $ 1,483,525   $ 1,268,347   $ 3,621,075   $  6,372,947
                            ===========   ===========   ===========   ============
</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 ended September 30, 2003, these
expenses were approximately $20,850.  For the three ended September 30, 2002,
these expenses were approximately $21,664.  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.

                                     -9-
<PAGE>


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.


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, partnership distributions, securities markets,
litigation and other factors, including natural disasters, and those discussed
below and in the Company's Form 10-KSB for the year ended June 30, 2003, 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's principal sources of revenue continue to be derived from its
49.8% interest in the Justice Investors limited partnership and income received
from the investment of its cash and securities assets.  The partnership derives
most of its income from a lease of its hotel property to Felcor and from a
lease of the garage portion of the property to Evon.  The Company also derives
revenue from management fees for actively managing the hotel.

Three Months Ended September 30, 2003 Compared to Three Months
Ended September 30, 2002

The Company's had net income of $337,243 for the three months ended September
30, 2003 compared to a net loss of $181,086 for the three months ended
September 30, 2002.  The change was primarily due to the increase in gains on
marketable securities and the increase in dividend and interest income
partially offset by the decrease in equity in net income of Justice Investors
and the increase in margin interest and trading expenses.


                                     -10-
<PAGE>

The equity in net income of Justice Investors decreased significantly to
$271,372 from $499,287.  That decrease was primarily attributable to increased
partnership costs in the current quarter for consultants, experts and legal
services relating the physical inspection of the hotel and the partnership's
enforcement of the lessee's obligations under the lease and additional
depreciation and interest costs related to the build-out of the new spa and
meeting rooms in the hotel.  Partnership revenues also declined approximately
15% due to a decrease in hotel occupancy rates to approximately 79% from 81%
and a decrease in average room rates to approximately $90 from $95.  A
combination of factors continues to impact the hotel operations.  First, the
San Francisco Bay Area has been very slow to recover from the devastating
impact that the terrorist attacks of September 11, 2001 had on tourism and the
hospitality industry.  Second, the weak economy in the Bay Area, as result of
the failure of numerous internet and technology companies, coupled with
corporate relocations, has decreased business travel.  Third, the hotel has
faced increased competition from new properties and from higher end properties
that have cut room rates in an effort to capture a share of a declining market.
Based on industry reports, management is expecting a slow recovery in the San
Francisco hotel marketplace.

Net gains (losses) on marketable securities changed to gains of $405,453 for
the three months ended September 30, 2003 from losses of $717,465 for the three
months ended September 30, 2002. For the three months ended September 30, 2003,
the Company had net unrealized gains of $464,711 and net realized losses of
$59,258.  For the three months ended September 30, 2002, the Company had net
unrealized gains of $357,361 and net realized losses of $1,074,826.  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.

Dividend and interest income increased to $51,874 from $26,040 as a result of
the increased investment in dividend yielding securities.

Margin interest and trading expenses increased to $62,150 from $16,460 due to
the increase the average daily margin balances and increased trading activity.
Margin interest expense increased to $46,552 from $16,460.

The provision for income tax changed to an expense of $224,828 from a benefit
of $125,009 due to income generated in the current quarter compared to the loss
generated in 2002.


MARKETABLE SECURITIES

As of September 30, 2003, the Company had investments in marketable equity
securities of $16,958,359.  The following table shows the composition of the
Company's marketable securities portfolio by selected industry groups as of
September 30, 2003.

                                     -11-
<PAGE>


                                                            % of Total
                                                              Investment
   Industry Group                      Market Value           Securities
   --------------                      ------------           ----------
   Electric, pipelines, oil and gas    $ 5,026,574               29.6%
   Semiconductor, software, internet,
    and computer                         2,731,999               16.1%
   Telecommunications and media          2,580,481               15.2%
   REITs, lodging, home builders
    and hotels                           1,817,288               10.7%
   Airlines and defense                  1,274,103                7.5%
   Apparel, food and consumer goods      1,026,929                6.1%
   Insurance, banks and brokers            979,188                5.8%
   Chemicals, materials, metals,
    and mining                             787,276                4.6%
   Other                                   734,521                4.4%
                                        ----------              ------
                                       $16,958,359              100.0%
                                        ==========              ======


The Company's investment portfolio is diversified with 103 different equity
positions.  Only two individual equity securities comprise more than 5% of the
equity value of the portfolio, with the largest being 6.2%. 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.  Marketable securities are stated at market value
as determined by the most recently traded price of each security at the balance
sheet date.


LIQUIDITY AND SOURCES OF CAPITAL

The Company's cash flows are primarily generated through its general and
limited partnership interest in the Justice Investors limited partnership,
which derives its income from its lease with Felcor and a lease with Evon. In
addition to its monthly limited partnership distributions from Justice
Investors, the Company also receives monthly management fees as a general
partner.  The Company also derives revenue from the investment of its cash and
securities assets.

As a result of the significant decline in partnership revenues due to the
slowdown in the San Francisco area economy, increased competition and the
continuing impact that the terrorist attacks of September 11, 2001 and the
uncertain geopolitical situation, have had on tourism and the hospitality
industry, Justice Investors imposed significant cuts in partnership
distributions.  As a result, cash distributions received from Justice Investors
decreased to $1,974,470 in fiscal 2003 from $3,262,896 in 2002.

The general partners of Justice Investors continue to review and analyze the
operations of the hotel on a monthly basis to determine an appropriate monthly
distribution.  In August 2003, Justice Investors determined that a further
reduction in partnership distributions was appropriate due to the continuing

                                     -12-
<PAGE>

poor performance of the hotel operation, costs advanced for the construction of
the spa, new meeting rooms, the relocation of the hotels administrative offices
and other anticipated expenses.  Effective September 2003 through December
2003, monthly partnership distributions were cut an additional 50% reducing
Portsmouth's monthly distribution amount from $158,961 to $79,480.  Justice
Investors also determined that it would not borrow further against its line of
credit to support partnership distributions.  The general partners will
continue to closely monitor the operating results and partnership expenses and
will make appropriate adjustments to partnership distributions as required.

Portsmouth does not consider Felcor and Evon, the two significant lessees of
the hotel property, to be a credit risk.  Evon has been the garage lessee since
the property became operational and has never missed a rent payment in over
thirty years of operations. The garage is subleased by Evon to Ampco Parking, a
major parking garage operating company.  Felcor Lodging Trust, Inc. is a public
company listed on the New York Stock Exchange (NYSE: FCH) and is one of the
largest real estate investment trusts in the United States. Portsmouth monitors
Felcor's public filings on a regular basis.  The hotel lease provides for
significant minimum annual rent of $2,500,000.  There is no indication that
Felcor will not be able to meet its rental obligations in the future.  The
initial term of the hotel lease expires on December 31, 2004; however, the
lessee has an option to renew the lease for an additional term of five years,
which would extend the lease to December 31, 2009.  Under the terms of the
lease, the lessee has to notify Justice Investors of its intention to exercise
the five-year option by December 31, 2003. As a general partner in Justice
Investors, Portsmouth also works with the managing general partner in
overseeing Felcor's compliance with the other provisions of its lease.

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.

The recovery of tourism, the hotel industry and general economy in the San
Francisco Bay Area continues to lag behind that of many cities.  The increase
in competition has also added additional challenges to an already difficult
business environment.  Although the Company has suffered a significant decline
in revenues and partnership distributions as a result of those factors,
management believes that the net cash flow generated from future operating
activities and its capital resources will be adequate to meet its current and
future obligations.

The Company has no off balance sheet arrangements.  The Company also does not
have any material contractual obligations or commercial commitments.

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 hotel lessee 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.

                                     -13-
<PAGE>


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 Company's
hotel property are less than the carrying value of the asset, the carrying
value of the asset is 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.

(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.

                                     -14-
<PAGE>




                      PART II.    OTHER INFORMATION

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 period
    covered by this report.



                                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: November 14, 2003                    by /s/ John V. Winfield
                                              ---------------------------
                                              John V. Winfield, President,
                                              Chairman of the Board and
                                              Chief Executive Officer


Date: November 14, 2003                    by /s/ Michael G. Zybala
                                              ---------------------------
                                              Michael G. Zybala,
                                              Vice President and Secretary


Date: November 14, 2003                    by /s/ David Nguyen
                                              --------------------------
                                              David Nguyen, Treasurer
                                             (Principal Accounting Officer)

                                     -15-