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U.S. SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 Form 10-QSB
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the quarterly period ended March 31,
2007
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the transition period from
 to
 COMMISSION FILE NUMBER: 0-16011
 UST LIQUIDATING CORPORATION(F/K/A USTMAN TECHNOLOGIES, INC.)
  California
    
    95-2873757(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)
 201 Post Street, Suite 100 San Francisco, California            94108
 (415) 989-7770
  þ o
 þ o
  o þ




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TABLE OF CONTENTS  PART I  FINANCIAL INFORMATIONITEM 1. FINANCIAL STATEMENTSITEM 2. MANAGEMENTS DISCUSSION AND ANALYSISITEM 3. CONTROLS AND PROCEDURESPART II  OTHER INFORMATIONITEM 1. LEGAL PROCEEDINGSITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDSITEM 3. DEFAULTS UPON SENIOR SECURITIESITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERSITEM 5. OTHER INFORMATIONITEM 6. EXHIBITS AND REPORTS ON FORM 8-KSIGNATURESEXHIBIT INDEXCertification Pursuant to Section 302Certification Pursuant to Section 302Certification Pursuant to Section 906Certification Pursuant to Section 906    Table of Contents  
 PART I  FINANCIAL INFORMATION
 
 ITEM 1. FINANCIAL STATEMENTS
 UST LIQUIDATING CORPORATION
CONSOLIDATED STATEMENT OF NET LIABILITIES IN LIQUIDATION
MARCH 31, 2007
(UNAUDITED)
 ASSETSCash
    
    $
    18,000LIABILITIESEstimated costs of liquidation (Note 2)
    
    $
    34,000Total liabilities
    
    
    34,000Contingency (Note 5)NET LIABILITIES IN LIQUIDATION
    
    $
    (16,000
    )




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UST LIQUIDATING CORPORATION
CONSOLIDATED STATEMENTS OF LIQUIDATING ACTIVITIES
THREE MONTHS ENDED MARCH 31, 2007 AND 2006
(UNAUDITED)
 2007
    
    
    2006Sources of additional cash:Interest income
    
    $
    
    
    
    $
    4,000Additional uses of cash:Professional fees
    
    
    (6,000
    )
    
    
    (362,000
    )Net uses of cash
    
    
    (6,000
    )
    
    
    (358,000
    )Adjustment
of estimated values:Decrease  in estimated costs to liquidate
    
    
    58,000
    
    
    
    358,000Payment of accounts payable by related party (Note 4)
    
    
    64,000
    
    
    
    122,000
    
    
    
    358,000Decrease in net liabilities (assets) in liquidation
    
    
    116,000
    
    
    
    Beginning net (liabilities) assets in liquidation
    
    
    (132,000
    )
    
    
    Ending net liabilities in liquidation
    
    $
    (16,000
    )
    
    $
    Basic and diluted net (loss) income per share applicable
to common shareholders (Note 3)
    
    $
    0
    
    
    $
    0Weighted average number of common shares outstanding
    
    
    22,298,598
    
    
    
    22,298,598
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UST LIQUIDATING CORPORATION
CONSOLIDATED STATEMENTS OF LIQUIDATING ACTIVITIES
NINE MONTHS ENDED MARCH 31, 2007 AND 2006
(UNAUDITED)
 2007
    
    
    2006Sources of additional cash:Interest income
    
    $
    1,000
    
    
    $
    13,000Additional uses of cash:Professional fees
    
    
    (84,000
    )
    
    
    (523,000
    )Net uses of cash
    
    
    (83,000
    )
    
    
    (510,000
    )Adjustment
of estimated values:Decrease  in estimated costs to liquidate
    
    
    108,000
    
    
    
    510,000Payment of accounts payable by related party (Note 4)
    
    
    132,000
    
    
    
    240,000
    
    
    
    510,000Decrease(increase) in net liabilities in liquidation
    
    
    157,000
    
    
    
    Beginning net liabilities in liquidation
    
    
    (173,000
    )
    
    
    Ending net liabilities in liquidation
    
    $
    (16,000
    )
    
    $
    Basic and diluted net (loss) income per share applicable
to common shareholders (Note 3)
    
    $
    0
    
    
    $
    0Weighted average number of common shares outstanding
    
    
    22,298,598
    
    
    
    22,298,598
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UST LIQUIDATING CORPORATION
 NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 NINE MONTHS ENDED MARCH 31, 2007 AND 2006
 1.
    
    BASIS OF PRESENTATION:
   2.
    
    PLAN OF LIQUIDATION AND MANAGEMENTS PLANS:
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UST LIQUIDATING CORPORATION
 NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 NINE MONTHS ENDED MARCH 31, 2007 AND 2006
 3.
    
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
 USE OF ESTIMATES:
  EARNINGS (LOSS) PER SHARE:
 Earnings Per Share
 ESTIMATED COSTS OF LIQUIDATION:
  RECLASSIFICATION:
  4.
    
    RELATED PARTY TRANSACTIONS:
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UST LIQUIDATING CORPORATION
 NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 NINE MONTHS ENDED MARCH 31, 2007 AND 2006
 5.
    
    LITIGATION:
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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS
  RESULTS OF LIQUIDATING ACTIVITIES FOR THE THREE AND NINE MONTHS ENDED MARCH 31, 2007 AND 2006
  LIQUIDITY AND CAPITAL RESOURCES
   
 ITEM 3. CONTROLS AND PROCEDURES
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PART II  OTHER INFORMATION
 
 ITEM 1. LEGAL PROCEEDINGS
   
 ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
  
 ITEM 3. DEFAULTS UPON SENIOR SECURITIES
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  
 ITEM 5. OTHER INFORMATION
  
 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
  31.1
    
    Certification pursuant to Rule 13A-14 or 15D-14 of the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
    
    Certification pursuant to Rule 13A-14 or 15D-14 of the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
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SIGNATURES
  UST Liquidating Corporation(Registrant)May 14, 2007
    
    By
    
    /s/ Marc A. WeismanMarc A. WeismanDirectorMay 14, 2007
    
    By
    
    /s/ Barry S. RosensteinBarry S. RosensteinDirector
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EXHIBIT INDEX
 31.1
    
    Certification pursuant to Rule 13A-14 or 15D-14 of the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200231.2
    
    Certification pursuant to Rule 13A-14 or 15D-14 of the Securities Exchange Act of
1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
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