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

                                   FORM 10-QSB

                   Quarterly Report under Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934

                           --------------------------

For the Quarter Ended:                           Commission File Number
    March 31, 2005                                     0 - 9574

                           --------------------------


                         UNITED SYSTEMS TECHNOLOGY, INC.

             Iowa                                   42-1102759
(State of Incorporation)                         (I.R.S. Employer
                                              Identification Number)

                           1850 Crown Road, Suite 1109
                               Dallas, Texas 75234
                                 (972) 402-8600

          (Address of principal executive offices and telephone number)

                           --------------------------

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                      Yes __X__        No ______



     As of March 31,  2005  there  were  56,178,663  shares of the  registrant's
Common Stock, par value $0.01 per share, outstanding.


<PAGE>


                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES

                              INDEX TO FORM 10-QSB



PART I - FINANCIAL INFORMATION (UNAUDITED)                        PAGE
------------------------------------------

Item 1.  Consolidated Financial Statements

          Balance Sheets                                            3

          Statements of Income                                      4

          Statements of Cash Flows                                  5

          Notes to Consolidated Financial Statements                6


Item 2.  Management's Discussion and Analysis or
         Plan of Operation                                         10

Item 3.  Controls and Procedures                                   13


PART II - OTHER INFORMATION                                        14


            ---------------------------------------------------------


     These consolidated  financial statements should be read in conjunction with
the notes to the  consolidated  financial  statements  which are included in the
annual report on Form 10-KSB for the fiscal year ended December 31, 2004.


                                        2


<PAGE>

                 United Systems Technology, Inc. and Subsidiary
                           Consolidated Balance Sheets
<TABLE>
<S>                                                <C>             <C>

                                                March 31,
                                                  2005         December 31,
                                               (Unaudited)        2004
                                               ===========     ===========
Current Assets
 Cash and cash equivalents                     $ 2,316,051     $ 1,794,943
 Trade accounts receivable, less allowance
  for doubtful accounts of $37,400 at
  March 31, 2005 and December 31, 2004             251,280       1,085,165
 Prepaid expenses                                   45,899          17,063
                                                 ---------       ---------
     Total current assets                        2,613,230       2,897,171
                                                 ---------       ---------

Property and equipment, net                        158,855         173,117
Goodwill, net                                      526,305         528,184
Purchased software, net                            336,424         393,441
Deposits and other                                   9,144           9,862
                                                 ---------       ---------
                                                 1,030,728       1,104,604
                                                 ---------       ---------

     Total assets                              $ 3,643,958     $ 4,001,775
                                                 =========       =========

    Liabilities and Stockholders' Equity
Current Liabilities
 Trade accounts payable                        $    70,066     $    57,619
 Accrued payroll                                    75,572         184,620
 Other accrued expenses                             93,347         192,926
 Deferred revenue                                1,381,276       1,612,659
                                                 ---------       ---------
    Total current liabilities                    1,620,261       2,047,824

Commitments and contingencies                                                                -                                 -

    Stockholders' Equity
Common stock, par value $.10 per share;
 authorized 100,000,000 shares; issued and
 outstanding 56,178,663 at March 31, 2005
 and December 31, 2004                             561,786         561,787
Additional paid-in capital                       7,161,633       7,161,633
Accumulated deficit                             (6,180,571)     (6,257,457)
Currency translation adjustments                   480,849         487,988
                                                 ---------       ---------
     Total stockholders' equity                  2,023,697       1,953,951
                                                 ---------       ---------

   Total liabilities and stockholders' equity  $ 3,643,958     $ 4,001,775
                                                 =========       =========
</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                        3

<PAGE>
                 United Systems Technology, Inc. and Subsidiary
                        Consolidated Statements of Income
                                   (Unaudited)
<TABLE>
<S>                                                  <C>            <C>

                                                    Three Months Ended
                                                          March 31,
                                                  2005            2004
                                               ===========     ===========
Revenue
 Software packages                             $   156,680     $   154,338
 Installation, training and customer support       107,135         108,402
 Maintenance                                       563,698         558,699
 Equipment and supplies sales                      147,689         140,923
 Other                                                 603             565
                                                 ---------       ---------
                                                   975,805         962,927
                                                 ---------       ---------
Costs and expenses
 Salaries                                          480,250         478,346
 Other general, administrative and
  selling expense                                  242,339         190,798
 Depreciation and amortization                      71,268          69,127
 Commissions                                        17,762          17,021
 Cost of equipment and supplies sold                92,250          97,860
                                                 ---------       ---------
                                                   903,869         853,152
                                                 ---------       ---------
Income from operations                              71,936         109,775
                                                 ---------       ---------
Nonoperating income
 Interest income                                     4,946           6,509
                                                 ---------       ---------
                                                     4,946           6,509
                                                 ---------       ---------

Net income                                          76,882         116,284
                                                 =========       =========

Net income per common share -
 basic and diluted                             $       NIL     $       NIL
                                                 =========       =========
Weighted average number of common
 shares outstanding
   Basic                                        56,178,633      56,178,633
                                                ==========      ==========
   Diluted                                      58,274,496      59,857,234
                                                ==========      ==========
</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                        4

<PAGE>


                 United Systems Technology, Inc. and Subsidiary
                      Consolidated Statements of Cash Flows
                      For the Three Months Ended March 31,
                                   (Unaudited)
<TABLE>
<S>                                                <C>             <C>

                                                  2005            2004
                                               ===========     ===========
Cash flows from operating activities:
 Net income                                    $    76,882     $   116,284
 Adjustments to reconcile net income
  to net cash provided by operating activities:
   Depreciation and amortization                    71,268          69,127
 Change in operating assets and liabilities
   Accounts receivable                             821,857         714,725
   Deposits and other                              (28,137)          4,928
   Accounts payable                                 10,279          20,460
   Accrued expenses                               (206,193)       (234,383)
   Deferred revenue                               (220,316)       (200,135)
                                                 ---------       ---------

Net cash provided by operating activities          525,640         491,006
                                                 ---------       ---------
Cash flows from investing activities:
 Property and equipment additions                   (4,074)        (9,625)
                                                 ---------       ---------

Net cash used in investing activities               (4,074)        (9,625)
                                                 ---------       ---------
Cash flows from financing activities:
 Redemption of preferred stock                        -         (1,500,000)
                                                 ---------       ---------

Net cash used in investing activities                 -         (1,500,000)
                                                 ---------       ---------

Effect of exchange rate changes on cash               (458)        (27,548)
                                                 ---------       ---------

Increase (decrease)in cash and cash
equivalents                                        521,108      (1,046,167)
Cash and cash equivalents, beginning of period   1,794,943       2,608,485
                                                 ---------       ---------
Cash and cash equivalents, end of period       $ 2,316,051     $ 1,562,318
                                                 =========       =========
</TABLE>


    The accompanying notes are an integral part of the financial statements.

                                        5


<PAGE>


                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES
                   Notes To Consolidated Financial Statements
                                   (Unaudited)
Note 1.  Basis of Presentation:

     In the  opinion of  management,  the  accompanying  unaudited  consolidated
statements  contain  all  adjustments   (consisting  of  only  normal  recurring
accruals)  necessary to present fairly the  consolidated  financial  position of
United  Systems  Technology,  Inc.  (the  "Company")  as of March  31,  2005 and
December 31, 2004, the results of operations of the Company for the three months
ended  March 31,  2005 and 2004 and the cash  flows for the three  months  ended
March 31, 2005 and 2004.  The  consolidated  results of operations for the three
months ended March 31, 2005 are not necessarily  indicative of the results to be
expected for the full year.

     The  Company  recognizes  software  revenue  in  accordance  with SOP 97-2,
Software Revenue Recognition,  as amended by SOP 98-9, Modification of SOP 97-2,
Software Revenue Recognition, with Respect to Certain Transactions.  Under these
guidelines,  the Company  recognizes  revenue on transactions  where  persuasive
evidence of an arrangement exists, title has transferred, product payment is not
contingent upon performance of installation or service obligations, the price is
fixed  or  determinable  and  payment  is  reasonably   assured.   Revenue  from
installation,  training and customer  support is deferred and  recognized in the
period in which the services are  provided.  Revenue from  contracts to maintain
computer  software  products is  deferred  and  recognized  over the term of the
contracts.  The  Company  does  not  have  revenue  arrangements  with  multiple
deliverables.

Note 2.  Preferred Stock:

     On January 27,  2004,  the Company  redeemed the  outstanding  Series B and
Series E  preferred  stock,  including  all  cumulative  undeclared  and  unpaid
dividends,  for a total  price of  $1,500,000.  The  500,000  shares of Series B
preferred  stock were  issued in  October  1988 and had a par value of $1.00 per
share.  As of January  27,  2004 the  Series B  preferred  stock had  cumulative
undeclared  and unpaid  dividends  of $536,390.  The 300,000  shares of Series E
preferred stock were issued in June 1991 and had a par value of $1.00 per share.
As of January 27, 2004 the Series E preferred  stock had  cumulative  undeclared
and unpaid  dividends  of  $265,290.  Both  series of  preferred  stock  accrued
dividends at a rate of $.07 per share per annum.

                                        6

<PAGE>

                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES
                   Notes To Consolidated Financial Statements
                                   (Unaudited)

Note 3.  Earnings Per Share:

     The  following  table  sets  forth the  computation  of basic  and  diluted
earnings per share:
<TABLE>
<S>                                              <C>          <C>

                                               Three Months Ended
                                                    March 31,
                                               2005           2004
                                               ----           ----

Income allocable to common stockholders    $    76,882      $ 116,284
Weighted average shares outstanding
 - basic                                    56,178,663     56,178,663
Effect of dilutive stock options
 and warrants                                2,095,833      3,678,571
                                            ----------     ----------
Weighted average shares outstanding
 - diluted                                  58,274,496     59,857,234
                                            ==========     ==========

Income per common share - basic              $   NIL       $   NIL
                                                 ===           ===
Income per common share - diluted            $   NIL       $   NIL
                                                 ===           ===
</TABLE>

     In 2005 and 2004,  warrants  to  purchase  75,000  shares of the  Company's
common stock were  excluded  from the  computation  of diluted  income per share
because the effect would be antidilutive


Note 4.  Comprehensive Income:

         Comprehensive income is as follows:
<TABLE>
<S>                                              <C>          <C>

                                              Three Months Ended
                                                    March 31,
                                               2005           2004
                                               ----           ----

         Net income                          $ 76,882       $116,284
         Currency translation
             adjustments                       (7,139)       (33,071)
                                              -------       --------

         Comprehensive income               $  69,743       $ 83,213
                                              -------       --------
</TABLE>

                                        7

<PAGE>


                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES
                   Notes To Consolidated Financial Statements
                                   (Unaudited)

Note 5.  Stock-Based Compensation

     The Company has two stock-based employee compensation plans and applies APB
Opinion 25,  Accounting for Stock Issued to Employees - Related  Interpretations
in accounting for these plans..  The following  table  illustrates the effect on
net income and  earnings  per share if the  Company  had  applied the fair value
recognition  provisions  for FASB  Statement  123,  Accounting  for  Stock-Based
Compensation, using the assumptions described below.
<TABLE>
<S>                                             <C>           <C>

                                               Three Months Ended
                                                    March 31,
                                               2005           2004
                                               ----           ----

         Income allocable to
          common stockholders               $  76,882      $116,284

         Deduct: Total stock-based
              employee compensation
              expense determined
              under fair market value
              based method, net of
              related tax effects              30,950        30,950
                                               ------        ------

         Pro forma net income               $  45,932      $ 85,334
                                               ======        ======
Earnings per share:
Basic and diluted - as reported                $ NIL         $ NIL
Basic and diluted - pro forma                  $ NIL         $ NIL
</TABLE>


Note 6.  Income Taxes

     The Company has not  provided  for income  taxes during the three months or
nine months  ended  March 31,  2005 due to the  utilization  of  available  loss
carryforwards  that  have  offset  any  taxable  income  generated.   Sufficient
uncertainty  exists with respect to the  utilization  of our deferred tax assets
and we have provided a full valuation  allowance on our net deferred tax assets.
At  December  31,  2004,  the  Company  has  United  States net  operating  loss
carryforwards  of  approximately   $340,000  and  Canadian  net  operating  loss
carryforwards of approximately  $259,000.  These carryforwards  expire from 2008
through 2011

                                        8

<PAGE>

Note 7.  Other

     The Company has filed a preliminary Proxy Statement and Schedule 13E-3 with
the Securities and Exchange Commission outlining a 1 for 10,000  Reverse/Forward
stock split ("Stock  Split") and going private  transaction.  that it intends to
recommend at its next Annual  Meeting of  Shareholders.  If approved,  the Stock
Split will result in shareholders owning less than 10,000 shares of Common Stock
having  such  shares  cancelled  and  converted  into the right to receive  cash
consideration  for their  shares.  In addition,  the Stock Split is considered a
"going private'  transaction as defined in Rule 13e-3 of the Securities Exchange
Act and, if approved,  will likely  terminate the  registration of the Company's
Common Stock and suspend the Company's  duty to file  periodic  reports with the
SEC. The Company believes that the costs of implementing the requirements of the
Sarbanes-Oxley  Act of 2002 are in excess of any benefits derived from remaining
a public reporting company.


                                        9

<PAGE>


           UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES

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

Results of Operations

     The  Company  derives  its  revenue  from  the  licensing  of its  software
packages,   installation,   training  and  custom   modifications,   maintenance
agreements and equipment  sales and  commissions.  Results of operations for the
three months ended March 31, 2005 include revenues of $975,805 and net income of
$76,882 as compared to revenues of $962,927  and net income of $116,284  for the
same period in 2004.

     The Company has completed the development of several new software products,
which enhances the competitiveness of its comprehensive software offering. These
products are marketed under the asyst(R)  brand name,  were developed as Windows
applications  to "look  and work  like  Microsoft  Office",  and  include a Fund
Accounting  product line, a Utility Billing  product line, a General  Government
product line and a Public Safety product line. The Fund Accounting  product line
includes  General  Ledger,  Budget  XLence,  Report  XLence,  Accounts  Payable,
Accounts  Receivable,  Purchase Orders, Cash Receipts,  Payroll and Fixed Assets
modules.  The Utility Billing  product line includes  Utility  Billing,  Service
Orders,  Meter Reader  Interface,  Bank Drafts and Budget Billing  modules.  The
General Government  product line includes Master and Land Directories,  Business
and Animal  Licenses,  Code  Enforcement,  Building  Permits  and  Property  Tax
modules.  The Public Safety product line includes  Master Name Index,  Calls for
Service, Offense Reports,  Citations, State Interface,  Computer Aided Dispatch,
Jail Management, Alarm Billing and UCR Reports modules. The Company has recently
developed  additional  modules  for  its  asyst(R)  product  line to add to its
existing asyst(R) offerings including a municipal court package and additions to
its asyst(R)  Dealer  Management  product line. The asyst(R)  Dealer  Management
product line  includes the core  asyst(R)  accounting  modules and will have the
additional functionality of point of sale, inventory, repair orders, finance and
insurance and fiche interface.

Three Month Period Ended March 31, 2005 and 2004

     The  Company's  total  revenue  increased  from  $962,927  during the first
quarter in 2004 to $975,805 in 2005.  Software  license fees  remained  constant
from $154,338 in 2004 to $156,680 in 2005.  Installation  and training  revenue,
which does not necessarily  change in direct  correlation  with the licensing of
the Company's  software  products,  decreased  slightly from $108,402 in 2004 to
$107,135 in 2005.  Maintenance revenue increased in 2005 to $563,698 as compared
to  $558,669  during  the same  period  in 2004.  Maintenance  revenue  from the
asyst(R)  product line increased in 2005 but was offset by a decrease in revenue
from several older product lines. Equipment and supplies sales increased 5% from
$140,923 in 2004 to  $147,687  during  2005,  due in part to, an increase in the
sale of equipment sold in conjunction with its software products.


                                       10
<PAGE>

     Total costs and expenses  increased 6% from $853,152 in 2004 to $903,869 in
2005.  Salary  expense  remained  constant  from $478,346 in 2004 to $480,250 in
2005.  Other general,  administrative  and selling  expenses  increased 27% from
$190,798 in 2004 to $242,339 in 2004, due primarily,  to an increase in expenses
related to the Company's going private  transaction  that it is currently in the
process of completing.  Depreciation  and  amortization  expense  increased from
$69,127  in 2004 to  $71,268  in 2005 due to  increased  expense  related to the
purchase of equipment. Commission expense remained constant from $17,021 in 2004
to $17,762 in 2005.  Cost of  equipment  and  supplies  sold  decreased  6% from
$97,860 in 2004 to $92,250 in 2005 as a result of an  increase  in the volume of
equipment that has a higher margin.

Critical Accounting Policies

     In preparing our  consolidated  financial  statements  in  conformity  with
accounting  principles  generally  accepted in the United States, we must make a
variety of estimates that affect the reported  amounts and related  disclosures.
We base our estimates and judgments on historical  experience  and various other
factors that are believed to be reasonable under the circumstances,  the results
of which form the basis for making judgments about the carrying values of assets
and  liabilities  and the amounts of revenue and  expenses  that are not readily
apparent from other  sources.  The following  accounting  policies are currently
considered most critical to the preparation of our financial statements.

Revenue Recognition

     The  Company  recognizes  software  revenue  in  accordance  with SOP 97-2,
Software Revenue Recognition,  as amended by SOP 98-9, Modification of SOP 97-2,
Software Revenue Recognition, with Respect to Certain Transactions.  Under these
guidelines,  the Company  recognizes  revenue on transactions  where  persuasive
evidence of an arrangement exists, title has transferred, product payment is not
contingent upon performance of installation or service obligations, the price is
fixed or determinable and payment is reasonably assured.

     Service  revenue  generated  from  programming  and  training  services are
recognized as the services are  performed.  Maintenance  revenue is deferred and
recognized  ratably over the related contract  period,  generally twelve months.
Revenue from the sales of equipment  and supplies is recognized in the period in
which the products are delivered.

     Deferred  revenue on  maintenance  contracts  represent  cash  received  in
advance or accounts receivable for maintenance services which is recognized over
the life of the contract.

                                       11
<PAGE>

Allowance for Doubtful Accounts

     We provide an allowance for doubtful  accounts to ensure trade  receivables
are  not  overstated  due  to   uncollectibility.   The  collectibility  of  our
receivables is evaluated based on a variety of factors,  including the length of
time  receivables  are past due,  customers'  indication of  willingness to pay,
significant one-time events and historical experience.  If circumstances related
to our customers change, estimates of the recoverability of receivables would be
further adjusted.

Goodwill and Intangible Assets

     Goodwill and  intangible  assets are  primarily the result of the Company's
acquisitions.  We use  estimates  in  determining  the  value  of  goodwill  and
intangible  assets,  including  estimates of useful lives of intangible  assets,
discounted future cash flows and fair values of the related operations.  We test
annually to determine whether goodwill has been impaired,  under the guidance of
SFAS No. 142. We forecast  discounted  future cash flows based on our historical
and best  estimates of future  revenues  and  operating  costs,  which take into
consideration factors such as existing backlog, expected future orders, supplier
contracts  and general  market  conditions.  Changes in our forecasts or cost of
capital may result in asset value  write-downs,  which could have a  significant
impact on our current and future financial position and results of operations.

Deferral Tax Valuation Allowance

     Deferred  tax  assets and  liabilities  are  recognized  for the future tax
consequences  attributable  to  differences  between  the  financial  statements
carrying  amounts of existing assets and  liabilities  and their  respective tax
bases.  Deferred tax assets and liabilities are measured using enacted tax rates
expected  to apply to  taxable  income  in the  years in which  those  temporary
differences  are expected to be recovered or settled.  Valuation  allowances are
established  when  necessary  to reduce  deferred  tax assets to the amount more
likely than not to be  realized.  Income tax expense is the total of tax payable
for the  period and the change  during  the  period in  deferred  tax assets and
liabilities.

Liquidity and Capital Resources

     The Company had net cash  provided  from  operating  activities of $525,640
during the three months ended March 31, 2005,  as compared to net cash  provided
by operations of $491,006 for the same period in 2004.  Operating cash flows are
primarily  derived from net income plus non-cash  depreciation  and amortization
and changes in accounts  receivable less the change in the deferred  revenue and
accrued  expenses.  Net  cash  of  $4,074  was  utilized  in  2005  for  capital
acquisitions.

     Management  believes that its ability to generate  positive cash flows from
operations,  in addition to its existing cash balances, will be adequate to meet
its working capital requirements in the next 12 months.


                                       12
<PAGE>

Forward-Looking Statements

     This report  contains  forward-looking  statements,  other than  historical
facts,  which  reflect the view of Company's  management  with respect to future
events.  Such  forward-looking  statements are based on assumptions  made by and
information currently available to the Company's management. Although management
believes that the expectations reflected in such forward-looking  statements are
reasonable,  it can give no assurance that such  expectations will prove to have
been  correct.  Important  factors  that could  cause  actual  results to differ
materially from such expectations  include,  without limitation,  the ability of
the Company i) to generate  levels of revenue and  adequate  cash flows from its
operations to support and maintain its current cost structure and ii) to develop
and deliver products that are  competitive,  accepted by its markets and are not
rendered  obsolete  by  changing  technology.   The  forward-looking  statements
contained  herein  reflect the current  views of the Company's  management  with
respect to future  events  and are  subject to these  factors  and other  risks,
uncertainties and assumptions relating to the operations,  results of operations
and  financial  position of the Company.  The Company  assumes no  obligation to
update the  forward-looking  statements or to update the reasons  actual results
could differ from those contemplated by such forward-looking statements.

Item 3.    Controls and Procedures

     As of the end of the period covered by this report, the Company carried out
an evaluation, under the supervision and with the participation of the Company's
management,  including the Company's Chief Executive Officer and Chief Financial
Officer,  of the  effectiveness  of the design and  operation  of the  Company's
disclosure  controls and procedures  pursuant to Exchange Act Rule 13a-15(b) and
15(d) - 15(g). Based upon that evaluation, the Company's Chief Executive Officer
and  Chief  Financial  Officer  have  concluded  that the  Company's  disclosure
controls  and  procedures  are  effective  in timely  alerting  them to material
information  relating to the Company  (including its consolidated  subsidiaries)
required to be included in the Company's  periodic SEC filings.  The Company has
not made any significant changes to its disclosure controls and procedures or in
other factors that could significantly affect its disclosure
controls and procedures during the Company's last fiscal quarter.


                                       13
<PAGE>

Part II - Other Information

Item 1.  Legal Proceedings

     The Company at various times has been a defendant in certain legal actions,
which arose out of the normal course of business.  In the opinion of management,
none of these actions are expected to have a material effect on the consolidated
results of operations or financial position of the Company.

Item 2.  Unregistered Sale of Securities and Use of Proceeds

         Not Applicable

Item 3.  Defaults Upon Senior Securities

         Not Applicable

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

         Not Applicable
..

Item 5.  Other Information

         Not Applicable

Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits  31.1  Principal Executive Officer Certification pursuant to
                    Section 302 of the Sarbanes-Oxley Act of 2002

              31.2  Principal Financial Officer Certification pursuant to
                    Section 302 of the Sarbanes-Oxley Act of 2002

              32.1  Principal Executive Officer Certification pursuant to
                    Section 906 of the Sarbanes-Oxley Act of 2002

              32.2  Principal Financial Officer Certification pursuant to
                    Section 906 of the Sarbanes-Oxley Act of 2002

(b) Reports on Form 8-K filed during the quarter ended March 31, 2005:

              News release issued by United Systems Technology, Inc. dated
              March 4, 2005 announcing operating results for the year ended
              December 31, 2004

              News release issued by United Systems Technology, Inc. dated
              March 4, 2005 announcing that the Board of Directors has
              unanimously approved a reverse 1-for-10,000 split of its common
              stock to be followed immediately by a forward 10,000-for-1 split,
              to be submitted to the shareholders for approval at the 2005
              Annual Meeting of Shareholders.

                                       14
<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.


                                United Systems Technology, Inc.


Date:  May 13, 2005             By: /s/  Thomas E. Gibbs
                                    --------------------
                                   Thomas E. Gibbs, President
                                    and Chairman of the Board
                                   (Principal Executive Officer)



Date:  May 13, 2005             By: /s/  Randall L. McGee
                                    ---------------------
                                   Randall L. McGee, Secretary
                                    and Treasurer
                                  (Principal Financial and
                                   Accounting Officer)

                                       15

<PAGE>


EXHIBIT 31.1
                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER

     I, Thomas E. Gibbs,  Chief Executive Officer of United Systems  Technology,
Inc. ("registrant"), certify that:

     1. I have reviewed this quarterly report on Form 10-QSB of the registrant;

     2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

     4. The  registrant's  other  certifying  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:

     a)  designed  such  disclosure  controls  and  procedures,  or caused  such
disclosure  controls and  procedures to be designed  under our  supervision,  to
ensure that  material  information  relating to the  registrant,  including  its
consolidated subsidiaries,  is made known to us by others within those entities,
particularly during the period in which this quarterly report is being prepared;

     b) evaluated the effectiveness of the registrant's  disclosure controls and
procedures  and presented in this  quarterly  report our  conclusions  about the
effectiveness  of the  disclosure  controls and  procedures as of the end of the
period covered by this quarterly report based on such evaluation; and

     c) disclosed in this report any change in the registrant's internal control
over  financial  reporting  that occurred  during the  registrant's  most recent
fiscal  quarter  that  has  materially  affected,  or is  reasonably  likely  to
materially affect, the registrant's internal control over financial reporting.

     5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting,  to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent function):

     a) all significant  deficiencies  and material  weaknesses in the design or
operation of internal  control over  financial  reporting  which are  reasonably
likely  to  adversely  affect  the  registrant's  ability  to  record,  process,
summarize and report financial information; and

     b) any fraud,  whether or not material,  that involves  management or other
employees who have a significant role in the registrant's  internal control over
financial reporting.

Dated:  May 13, 2005               By: /s/ Thomas E. Gibbs
                                      --------------------
                                     Thomas E. Gibbs
                                     President and Chief Executive Officer
<PAGE>


EXHIBIT 31.2
                    CERTIFICATION OF CHIEF FINANCIAL OFFICER

     I, Randall L. McGee, Chief Financial Officer of United Systems  Technology,
Inc. ("registrant"), certify that:

     1. I have reviewed this quarterly report on Form 10-QSB of the registrant;

     2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

     4. The  registrant's  other  certifying  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:

     a)  designed  such  disclosure  controls  and  procedures,  or caused  such
disclosure  controls and  procedures to be designed  under our  supervision,  to
ensure that  material  information  relating to the  registrant,  including  its
consolidated subsidiaries,  is made known to us by others within those entities,
particularly during the period in which this quarterly report is being prepared;

     b) evaluated the effectiveness of the registrant's  disclosure controls and
procedures  and presented in this  quarterly  report our  conclusions  about the
effectiveness  of the  disclosure  controls and  procedures as of the end of the
period covered by this quarterly report based on such evaluation; and

     c) disclosed in this report any change in the registrant's internal control
over  financial  reporting  that occurred  during the  registrant's  most recent
fiscal  quarter  that  has  materially  affected,  or is  reasonably  likely  to
materially affect, the registrant's internal control over financial reporting.

     5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting,  to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent function):

     a) all significant  deficiencies  and material  weaknesses in the design or
operation of internal  control over  financial  reporting  which are  reasonably
likely  to  adversely  affect  the  registrant's  ability  to  record,  process,
summarize and report financial information; and

     b) any fraud,  whether or not material,  that involves  management or other
employees who have a significant role in the registrant's  internal control over
financial reporting.

Dated:  May 13, 2005      By: /s/ Randall L. McGee
                              --------------------
                             Randall L. McGee
                             Vice President and Chief Financial Officer

<PAGE>

Exhibit 32.1

                            CERTIFICATION PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                            (18 U.S.C. SECTION 1350)


     This  certification  is  furnished  solely  pursuant  to Section 906 of the
Sarbanes-Oxley  Act of 2002 and  accompanies  the  Quarterly  Report  of  United
Systems  Technology,  Inc.  (the  "Company") on Form 10-QSB for the period ended
March 31, 2005 (the "Report").  I, Thomas E. Gibbs,  Principal Executive Officer
of the Company, hereby certify that, to the best of my knowledge:

     1. The Report fully  complies  with the  requirements  of Section  13(a) or
15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

     2. The information contained in the Report fairly presents, in all material
respect, the financial condition and results of the operations of the Company.



Date:  May 13, 2005             By: /s/  Thomas E. Gibbs
                                   ---------------------
                                   Thomas E. Gibbs, President
                                    and Chairman of the Board
                                   (Principal Executive Officer)
<PAGE>

Exhibit 32.2


                            CERTIFICATION PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                            (18 U.S.C. SECTION 1350)

     This  certification  is  furnished  solely  pursuant  to Section 906 of the
Sarbanes-Oxley  Act of 2002 and  accompanies  the  Quarterly  Report  of  United
Systems  Technology,  Inc.  (the  "Company") on Form 10-QSB for the period ended
March 31, 2005 (the  "Report").  I, Randall L. McGee,  Principal  Financial  and
Accounting  Officer  of the  Company,  hereby  certify  that,  to the best of my
knowledge:

     1. The Report fully  complies  with the  requirements  of Section  13(a) or
15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

     2. The information contained in the Report fairly presents, in all material
respect, the financial condition and results of the operations of the Company.



Date:  May 13, 2005          By: /s/  Randall L. McGee
                                ----------------------
                               Randall L. McGee, Secretary
                                and Treasurer
                               (Principal Financial and
                                Accounting Officer

<PAGE>