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 June 30, 1999

                         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.)

Mailing Address:  P.O. Box 270828
                  San Diego, CA 92198-2828

Street Address:   11315 Rancho Bernardo Road, Suite 129
                  San Diego, CA 92127

                                  (619) 673-4722
                (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 August 2, 1999.

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


<PAGE>  2

                                     INDEX

                             PORTSMOUTH SQUARE, INC.


PART I. FINANCIAL INFORMATION                                       PAGE NO.

Item 1. Financial Statements

    Balance Sheet--June 30, 1999 (Unaudited)                            3

    Statements of Income and Comprehensive Income
     (Unaudited)--Three Months ended June 30, 1999
      and 1998                                                          4

    Statements of Income and Comprehensive Income
     (Unaudited)--Six Months ended June 30, 1999
      and 1998                                                          5

    Statements of Cash Flow (Unaudited)--Six Months
     ended June 30, 1999 and 1998                                       6

    Notes to Financial Statements--June 30, 1999                        7

Item 2. Management's Discussion and Analysis of Financial
        Condition and Results of Operations                             9

PART II. OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Security Holders            12

Item 6. Exhibits and Reports on Form 8-K                               12

SIGNATURES                                                             12


<PAGE> 3

<TABLE>
<CAPTION>

                         PART 1 - FINANCIAL INFORMATION

Item 1 - Financial Statements

                              PORTSMOUTH SQUARE, INC.

                                  BALANCE SHEET
                                   (Unaudited)
As of June 30,                                               1999
                                                         ------------
<S>                                                      <C>
Assets

  Cash and cash equivalents                              $    94,932
  Investment in marketable securities                      2,762,091
  Investment in Justice Investors                          2,535,115
  Other investments                                          100,000
  Other assets                                               345,428
                                                          ----------
Total assets                                             $ 5,837,566
                                                          ==========

Liabilities and Shareholders' Equity

Liabilities
  Due to securities broker                               $ 1,058,109
  Obligations for securities sold                             86,286
  Income taxes payable                                       118,530
  Accounts payable and accrued expenses                       85,085
                                                          ----------
Total liabilities                                          1,348,010
                                                          ----------
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
   Accumulated other comprehensive income,
    net of deferred taxes                                     72,905
   Retained earnings                                       1,408,675
                                                          ----------

Total shareholders' equity                                 4,489,556
                                                          ----------

Total liabilities and shareholders' equity               $ 5,837,566
                                                          ==========
</TABLE>

See accompanying notes to financial statements.

<PAGE> 4

<TABLE>
<CAPTION>

                           PORTSMOUTH SQUARE, INC.

                  STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                                 (Unaudited)

For the three months ended June 30,                1999            1998
                                               -----------     -----------
<S>                                            <C>             <C>
Revenues
  Equity in net income of Justice
   Investors                                   $  961,284      $  847,709
  Dividend and interest income                     48,758           6,455
  Net losses on marketable securities             (25,817)       (164,021)
  Other income                                      6,000          12,000
                                                ---------       ---------
                                                  990,225         702,143
                                                ---------       ---------

Cost and expenses
  General and administrative                      108,374         143,204
  Margin interest expense                          16,727          14,866
                                                ---------       ---------
                                                  125,101         158,070
                                                ---------       ---------

Income before income taxes                        865,124         544,073

Income taxes                                      291,494         284,215
                                                ---------       ---------
Net income                                     $  573,630      $  259,858
                                                =========       =========

Basic earnings per share                       $     0.78      $     0.35
                                                =========       =========
Weighted average number of
  shares outstanding                              734,183         734,183
                                                =========       =========

Comprehensive income
  Net income                                   $  573,630       $ 259,858
    Other comprehensive income:
     Unrealized holding gain (loss)               149,948        (333,022)
      on marketable securities
    Reclassification adjustment for holding
     loss included in net earnings                 25,817         164,021
    Income tax (expense) benefit related to
     other comprehensive income                   (42,842)         95,149
                                                ---------       ---------
  Total comprehensive income                   $  706,553      $  186,006
                                                =========       =========


</TABLE>

See accompanying notes to financial statements.

<PAGE> 5

<TABLE>
<CAPTION>
                            PORTSMOUTH SQUARE, INC.

                  STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
                                 (Unaudited)

For the six months ended June 30,                  1999            1998
                                               -----------     -----------
<S>                                            <C>             <C>
Revenues
  Equity in net income of Justice
   Investors                                   $1,525,683      $1,454,109
  Dividend and interest income                     79,465          25,233
  Net gains (losses) on
   marketable securities                           86,834         (87,481)
  Other income                                     18,000          18,000
                                                ---------       ---------
                                                1,709,982       1,409,861
                                                ---------       ---------

Cost and expenses
  General and administrative                      240,901         278,516
  Margin interest expense                          30,610          29,153
                                                ---------       ---------
                                                  271,511         307,669
                                                ---------       ---------

Income before income taxes                      1,438,471       1,102,192

Income taxes                                      489,080         477,511
                                                ---------       ---------
Net income                                     $  949,391      $  624,681
                                                =========       =========

Basic earnings per share                       $     1.29      $     0.85
                                                =========       =========
Weighted average number of
  shares outstanding                              734,183         734,183
                                                =========       =========

Comprehensive income
  Net income                                   $  949,391      $  624,681
    Other comprehensive income:
     Unrealized holding gain (loss)
      on marketable securities                    294,724        (177,029)
    Reclassification adjustment for holding
     (gain) loss included in net earnings         (86,834)         87,481
    Income tax benefit (expense) related to
     other comprehensive income                   (84,207)         50,580
                                                ---------       ---------
  Total comprehensive income                   $1,073,074      $  585,713
                                                =========       =========
</TABLE>

See accompanying notes to financial statements.


<PAGE> 6
<TABLE>
<CAPTION>

                            PORTSMOUTH SQUARE, INC.

                            STATEMENTS OF CASH FLOWS
                                 (Unaudited)

For the six months ended June 30,                     1999           1998
                                                  ------------   ------------
<S>                                                <C>            <C>
Operating activities
Net income                                         $   949,391    $   624,681
Adjustments to reconcile net income to net
  cash used in operating activities:
    Equity in net income of Justice Investors       (1,525,683)    (1,454,109)
    Net (gains) losses on marketable securities        (86,834)        87,481
    Changes in assets and liabilities:
     Income tax payable                                118,530              -
     Other assets                                      (55,509)        54,129
     Accounts payable and accrued expenses              19,260        (10,720)
                                                    ----------     ----------
Net cash used in operating activities                 (580,845)      (698,538)
                                                    ----------     ----------

Investing activities
  Cash distributions from Justice Investors            836,640        836,640
  Decrease in notes receivable                               -         60,000
  Purchase of marketable securities                 (1,915,592)    (2,937,547)
  Proceeds from sales of marketable securities       1,751,063      3,928,940
  Purchase of other investments                              -       (100,000)
                                                    ----------     ----------
Net cash provided by investing activities              672,111      1,788,033
                                                    ----------     ----------

Financing activities
  Increase (decrease) in due to securities broker       39,330       (664,211)
  Increase obligations for securities sold              73,416              -
  Dividends paid                                      (183,546)      (183,546)
                                                    ----------     ----------
Net cash used in financing activities                  (70,800)      (847,757)
                                                    ----------     ----------
Net increase in cash and cash
 equivalents                                            20,466        241,738
Cash and cash equivalents at the beginning
 of the period                                          74,466         56,348
                                                    ----------     ----------
Cash and cash equivalents at the end of the
 period                                            $    94,932    $   298,086
                                                    ==========     ==========

</TABLE>

See accompanying notes to financial statements.

<PAGE>  7



                      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. (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.

Certain reclassifications have been made to the financial statements as of June
30, 1999 and for the six months then ended to conform with the current quarter
presentation.

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 December 31, 1998.

The results of operations for the six months ended June 30, 1999 are not
necessarily indicative of results to be expected for the full fiscal year
ending December 31, 1999.


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

The Company's principal source of revenue continues to be derived from its 49.8%
interest in the Justice Investors limited partnership ("Justice Investors").
Portsmouth serves as one of the two general partners of Justice Investors. 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 with Evon Garage Corporation ("Evon"). Portsmouth records its investment
on the equity basis.


<PAGE> 8


Condensed financial statements for Justice Investors are as follows:

                          JUSTICE INVESTORS
                         CONDENSED BALANCE SHEET

                                                        June 30, 1999
                                                        --------------
Assets
Total current assets                                      $1,153,482
Property, plant and equipment, net of
  accumulated depreciation of $11,182,242                  5,389,139
Loan fees and deferred lease costs,
  net of accumulated amortization of $102,739                178,109
                                                           ---------
                                                          $6,720,730
                                                           =========

Liabilities and partners' equity
Total current liabilities                                 $   32,843
Long-term debt                                               500,000
Partners' equity                                           6,187,887
Total liabilities and                                      ---------
  partners' equity                                        $6,720,730
                                                           =========


                                JUSTICE INVESTORS
                        CONDENSED STATEMENTS OF OPERATIONS


For the six months ended June 30,             1999           1998
                                           ----------     ----------
Revenues                                   $3,500,010     $3,429,431
Costs and expenses                            436,388        509,533
                                            ---------      ---------
Net income                                 $3,063,622     $2,919,898
                                            =========      =========




3. 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 six months ended June 30, 1999, these
expenses were approximately $43,350.

The Company's President and Chief Executive Officer, John V. Winfield, directs
the investment activity of the Company in public and private markets pursuant to

<PAGE> 9

authority granted by the Board of Directors.  Mr. Winfield also serves as Chief
Executive Officer of Santa Fe and InterGroup and directs the investment activity
of those companies.  Effective April 1, 1998, an employee of InterGroup was
assigned to manage the portfolios of the Company and Santa Fe in consultation
with Mr. Winfield.  The Company and Santa Fe reimburse InterGroup for an
allocated portion of the compensation and benefits of such employee.  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.  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.



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

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, including partnership distributions,
general economic conditions of the hotel industry in the San Francisco area,
securities markets, litigation and other factors, including natural disasters,
those discussed below and in the Company's Form 10-KSB for the year ended
December 31, 1998, 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 with
Evon Garage Corporation.

Three Months Ended June 30, 1999 Compared to Three Months
Ended June 30, 1998

Comparison of operating results for the three months ended June 30, 1999 to
the three months ended June 30, 1998, shows that net income increased
approximately 121% to $573,630 from $259,858, resulting from a 41% increase in
total revenues and 20.9% decrease in costs and expenses.

<PAGE> 10

The 41% increase in total revenues to $990,225 from $702,143 was primarily
attributable to a 13.4% increase in partnership income, an increase in dividend
and interest income to $48,758 from $6,455 and a decrease in losses on
marketable securities to $25,817 from $164,021.  The increase in dividend and
interest income and the reduction of losses on marketable securities reflects
management's efforts to reposition the Company's investment portfolio.  The
increase in partnership income is attributable to greater hotel rental income,
primarily as a result of higher room rates, and to increased garage rental
income.

Realized gains and losses on marketable securities may fluctuate significantly
from period to period in the future and could have a meaningful effect on the
Company's net earnings.  However, the amount of realized 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.

The 20.9% decrease in costs and expenses to $125,101 from $158,070 primarily
reflects a 24.3% savings in general and administrative expenses due to the
consolidation of certain accounting and administrative functions of the Company
and Santa Fe to the Los Angeles, California offices of Santa Fe's parent
corporation, InterGroup, and by moving to a much smaller office space.



Six Months Ended June 30, 1999 Compared to Six Months
Ended June 30, 1998

Comparison of operating results for the six months ended June 30, 1999 to
the six months ended June 30, 1998, shows that net income increased
approximately 52% to $949,391 from $624,681, resulting from a 21.3% increase in
total revenues and 11.8% decrease in costs and expenses.

The 21.3% increase in total revenues to $1,719,982 from $1,409,861 was
attributable to a 4.9% increase in partnership revenues to $1,525,683 from
$1,454,109, an increase in dividend income to $79,465 from $25,233 and net gains
on marketable securities of $86,834 as compared to net losses of $87,481 during
the first six months of 1998.  The increase in partnership income was primarily
attributable to a an increase in garage rental income and a small increase in
hotel rental income which was impacted by the loss of meeting rooms and other
revenues while the common areas of the hotel were being renovated in January and
February 1999.  The increase in dividend and interest income and net gains on
marketable securities reflects management's efforts to reposition the Company's
investment portfolio.

Realized gains and losses on marketable securities may fluctuate significantly
from period to period in the future and could have a meaningful effect on the
Company's net earnings.  However, the amount of realized 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.

The 11.8% decrease in costs and expenses to $271,511 from $307,669 primarily
reflects a 13.5% savings in general and administrative expenses due to the
consolidation of certain accounting and administrative functions of the Company
and Santa Fe to the Los Angeles, California offices of Santa Fe's parent
corporation, InterGroup, and by moving to a much smaller office space.

<PAGE> 11

LIQUIDITY AND SOURCES OF CAPITAL

The Company's cash flows are primarily generated by its investment in the
Justice Investors limited partnership, which derives the majority of 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 increases in the amount of rental income from the hotel lease,
the general partners of Justice Investors decided that there would be a
special one-third increase in the monthly distribution to limited partners
effective with the February 1997 distribution.  As a result, Portsmouth's
monthly distribution increased to $139,440 from $109,580.  The general partners
decided to continue monthly distributions at the higher monthly rate for 1998
and 1999.  The increases in monthly distributions were clearly identified as
special distributions and, at any time, unforeseen circumstances could dictate a
change in the amount distributed.  The general partners will continue to conduct
an annual review and analysis to determine an appropriate monthly distribution
for the ensuing year.  At that time, the monthly distribution could be increased
or decreased.  For the six months ended June 30, 1999, the Company received cash
distributions of $836,640 from Justice Investors.

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 available-for-sale and unrealized gains and losses,
net of deferred taxes, are included in accumulated other comprehensive income.
As of June 30, 1999, the Company had gross unrealized gains of $354,440 and
gross unrealized losses of $257,965 on marketable securities.

At June 30, 1999, the Company's current assets were $3,302,450.  The
Company remains liquid with a current ratio of approximately 2.5 at the
end of the second quarter of 1999.  Management believes that its capital
resources are currently adequate to meet its short- and long-term obligations.

YEAR 2000 ISSUES

The Company is aware of the potential implications that the year 2000 ("Y2K")
issue could have on its business and as a result, is in the process of
determining what, if any, steps the Company must take to cure any potential
software or hardware problems associated with Y2K.  The Company has hired
professional outside consultants to assist it in addressing its Y2K needs.  The
Company's plans include upgrading existing software applications to make them
Y2K compliant, replacing some hardware required by software upgrades, purchasing
new computer hardware and upgrading its computer network and communication
systems.  The Company has also contacted its suppliers of various services and
materials regarding their readiness and plans for Y2K.

Based on discussions with the Company's outside consultants, service providers
and software and hardware vendors, the Company has determined that its systems,
both information technology and non-information technology, are not reasonably
likely to be impacted by Y2K and that the costs to complete the Y2K compliance
will not have a material effect on the Company's financial position or results
of operations.  Management expects to be Y2K compliant by September 30, 1999.

<PAGE> 12


PART II.    OTHER INFORMATION

Item 4.  Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders of the Company was held on May 4, 1999,
at the Park Hyatt Hotel in Los Angeles, 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 Directors of the Company to
serve until the next Annual Meeting. The shareholders also voted to ratify
the appointment of PricewaterhouseCoopers LLP as the Company's independent
accountants for the year ending December 31, 1999. A tabulation of the votes at
that meeting for each of those proposals was reported in the Company's Form 10-
QSB for the quarterly period ended March 31, 1999.


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

         (a) Exhibit 27 - the Financial Data Schedule is filed
             as an exhibit to this report.

         (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: August 2, 1999                           by /s/ John V. Winfield
                                                 ---------------------------
                                                 John V. Winfield, President,
                                                 Chairman of the Board and
                                                 Chief Executive Officer



Date: August 2, 1999                            by /s/ David Nguyen
                                                  --------------------------
                                                  Controller
                                                 (Principal Accounting Officer)