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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 September 30, 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(Address of principal executive offices)
    
    (Zip Code)
 415) 989-7770
  þ o
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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 906    Table of Contents  
 PART I  FINANCIAL INFORMATION
 
 ITEM 1. FINANCIAL STATEMENTS
 UST LIQUIDATING CORPORATION
CONSOLIDATED STATEMENT OF NET LIABILITIES IN LIQUIDATION
SEPTEMBER 30, 2007
(UNAUDITED)
 ASSETSCash
    
    $
    6,000LIABILITIESAccounts payable
    
    $
    10,000Estimated costs of liquidation (Note 2)
    
    
    13,000Total liabilities
    
    
    23,000NET LIABILITIES IN LIQUIDATION
    
    $
    (17,000
    )
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UST LIQUIDATING CORPORATION
CONSOLIDATED STATEMENTS OF LIQUIDATING ACTIVITIES
THREE MONTHS ENDED SEPTEMBER 30, 2007 AND 2006
(UNAUDITED)
 2007
    
    
    2006Sources of additional cash:Interest income
    
    $
    
    
    
    $
    1,000Additional uses of cash:Professional fees
    
    
    (9,000)
    
    
    
    (59,000
    )Net uses of cash
    
    
    (9,000)
    
    
    
    (58,000
    )Adjustment of estimated values, decrease in estimated
costs to liquidate
    
    

    9,000
    

    
    
    59,000Decrease in net liabilities in liquidation
    
    
    
    
    
    
    1,000Beginning net liabilities in liquidation
    
    
    (17,000
    )
    
    
    (173,000
    )Ending net liabilities in liquidation
    
    $
    (17,000
    )
    
    $
    (172,000
    )Weighted average number of common shares outstanding
    
    
    22,298,598
    
    
    
    22,298,598
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UST LIQUIDATING CORPORATION
 NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 THREE MONTHS ENDED SEPTEMBER 30, 2007 AND 2006
 1.
    
    BASIS OF PRESENTATION:The consolidated financial statements of UST Liquidating Corporation, formerly USTMAN
Technologies, Inc. (the Company) included in this Form 10-QSB, have been prepared by the
Company without audit. Although certain information and footnote disclosures normally included
in financial statements prepared in accordance accounting principles generally accepted in the
United States of America have been condensed or omitted, the Company believes that the
disclosures are adequate to make the information presented not misleading. The accompanying
condensed consolidated financial statements should be read in conjunction with the audited
financial statements and notes thereto included in the Companys Annual Report on Form 10-KSB
for the fiscal year ended June 30, 2007.The Company has adopted the liquidation basis of accounting. Under the liquidation basis of
accounting, assets are stated at their estimated net realizable values and liabilities are
stated at their estimated settlement amounts. These estimates are periodically reviewed and
adjusted by management. A statement of net assets (liabilities) in liquidation and a statement of liquidating
activities are the two financial statements presented under the liquidation basis of accounting.In the opinion of management, all adjustments necessary for a fair presentation of the results
of operations for the three month periods ended September 30, 2007 and 2006, consist only of
normal and recurring adjustments, except for those described below. The results of operations
for the interim periods presented are not necessarily indicative of the results to be expected
for the full year.2.
    
    PLAN OF LIQUIDATION AND MANAGEMENTS PLANS:In September 2000, the Company sold substantially all of its assets, net of certain liabilities,
to Veeder-Root Service Company (Veeder-Root), a wholly-owned subsidiary of Danaher Corporation
(a publicly-traded company). As a result of the Veeder-Root sale, the Company no longer has any
ongoing business operations. In August 2000, in contemplation of and conditioned upon the
closing of the Veeder-Root transaction, the Companys board of directors unanimously approved a
plan of liquidation (the Plan of Liquidation). The Plan of Liquidation provides that
subsequent to the Veeder-Root transaction, the Company will no longer engage in any business,
but will only act to preserve the value of the remaining assets in order to make distributions
to the Series A Preferred shareholders and wind up the Companys business, at which time the
Company is to cease to exist as an operating entity. At September 30, 2007, the Company has
recorded a $13,000 accrual for estimated liquidation costs.Sagaponack Partners, L.P., a private investment firm based in San Francisco and New York
(Sagaponack Partners), and its foreign affiliate, Sagaponack International Partners, L.P.
(collectively Sagaponack, or the Investors) own all of the Series A Preferred Stock and
beneficially own greater than 50% of the Companys common stock. There will not be any funds
available for distribution to the common stockholders. Remaining cash is being used to pay costs
associated with winding up the Companys business. At September 30, 2007, the remaining
liquidation preference amount to preferred stockholders is $14,679,000.The carrying values of the Companys assets and liabilities at September 30, 2007, approximate
estimated fair values. At September 30, 2007, assets are carried at net realizable value and
liabilities at net settlement value. It is at least reasonably possible that the amounts
expected to be realized in the liquidation process will change in the near term, and these changes could be material.
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UST LIQUIDATING CORPORATION
 NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(CONTINUED)
 THREE MONTHS ENDED SEPTEMBER 30, 2007 AND 2006
 3.
    
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:USE OF ESTIMATES:The preparation of the consolidated financial statements in conformity with accounting
principles generally accepted in the United States of America requires management to make
estimates and assumptions that affect the amounts reported in the consolidated financial
statements and accompanying notes. Actual results could differ from those estimates and the
results could be material.ESTIMATED COSTS OF LIQUIDATION:Estimated costs of liquidation include managements estimate of costs to wind down the
Company.INCOME TAXES:Deferred income taxes are provided based on the estimated future tax effects of differences
between financial statement carrying amounts and the tax bases of existing assets and
liabilities using statutory tax rates expected to be in effect in the period in which the
deferred tax item is expected to be settled. Deferred tax assets are reduced by a valuation
allowance if, based on the weight of available evidence, it is more likely than not that some
portion or all of the deferred tax assets may not be realized.
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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS
  RESULTS OF LIQUIDATING ACTIVITIES FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2007 AND 2006
  LIQUIDITY AND CAPITAL RESOURCES
   
 ITEM 3. CONTROLS AND PROCEDURES
  
 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
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ITEM 5. OTHER INFORMATION
  
 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
  31
    
    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
    
    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)By
    /s/ Marc A. WeismanNovember 14, 2007
    
    Marc A. WeismanDirectorBy
    /s/ Barry S. RosensteinNovember 14, 2007
    
    Barry S. RosensteinDirector 8




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Exhibit
    
    Description31
    
    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
    
    Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
 9