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

                                    FORM 10-Q
                                Quarterly Report
                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934
                                   -----------


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<S>                                                  <C>                      <C>
For the quarterly period ended September 30, 2003    Commission file number:  0-3777
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                        Petrie Stores Liquidating Trust
            (Exact Name of Registrant as Specified in Its Charter)


New York                                                      22-6679945
-------------------------------                            ------------------
(State or Other Jurisdiction of                            (I.R.S. Employer
Incorporation or Organization)                             Identification No.)

201 Route 17, Suite 300
Rutherford, New Jersey                                         07070
----------------------------------------                  -------------------
(Address of Principal Executive Offices)                      (Zip Code)


                                (201) 635-9637
              --------------------------------------------------
              Registrant's Telephone Number, Including Area Code


                                Not Applicable
-------------------------------------------------------------------------------
Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report


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:
              -----            -----

Indicate by check mark  whether the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act.)


         Yes:             No:   X
              -----           -----

Indicate the number of shares outstanding of each of the registrant's classes of
common stock as of the latest practicable date: As of November 11, 2003, there
were 52,350,238 Units of Beneficial Interest outstanding.

================================================================================

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                         PETRIE STORES LIQUIDATING TRUST

                               INDEX TO FORM 10-Q

PART I - FINANCIAL INFORMATION

                                                                                                               Page
                                                                                                               ----

<S>     <C>                                                                                                       <C>
Item 1.  Financial Statements
         Statements of Net Assets in Liquidation - September 30, 2003 (Unaudited)
               and December 31, 2002............................................................................. 2
         Statements of Changes in Net Assets in Liquidation (Unaudited) - For
               the Three and Nine Months Ended September 30, 2003 and 2002....................................... 3
         Notes to Financial Statements........................................................................... 4
Item 2.  Management's Discussion and Analysis of Financial Condition and
               Results of Operations..............................................................................8
Item 3.  Quantitative and Qualitative Disclosures About Market Risk .............................................11
Item 4.  Controls and Procedures.................................................................................11

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.......................................................................................12
Item 6.  Exhibits and Reports on Form 8-K........................................................................12
Signatures.......................................................................................................13
Certifications...................................................................................................14
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<PAGE>


<TABLE>
                         PETRIE STORES LIQUIDATING TRUST

                     STATEMENTS OF NET ASSETS IN LIQUIDATION

                                 (In thousands)

<CAPTION>
                                                                   September 30, 2003        December 31,
                                                                      (Unaudited)                2002
                                                                   ------------------     ------------------

<S>                                                             <C>                    <C>
Assets
Cash and cash equivalents.....................................   $              239    $                 9
U.S. Treasury obligations.....................................               64,205                 88,907
                                                                   ------------------     ------------------
Total assets..................................................               64,444                 88,916

Liabilities
Accrued expenses and other liabilities........................               25,759                 25,920

Commitments and contingencies
                                                                   ------------------     ------------------
Net assets in liquidation.....................................   $           38,685    $             62,996
                                                                   ==================     ==================
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See accompanying notes.



<PAGE>

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<CAPTION>

                         PETRIE STORES LIQUIDATING TRUST

               STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION

                                   (Unaudited)
                     (In thousands, except per unit amounts)


                                                  Three Months     Three Months       Nine Months      Nine Months
                                                      Ended            Ended             Ended            Ended
                                                 September 30,     September 30,     September 30,     September 30,
                                                     2003              2002              2003              2002
                                              ----------------- -----------------  ----------------- -----------------

<S>                                          <C>                <C>                <C>              <C>
Net assets in liquidation at beginning of
period.....................................  $        38,669    $        62,976    $        62,996  $        62,546
                                              ----------------- -----------------  ----------------- -----------------
Investment income..........................              166                411                586            1,358
Corporate overhead benefit (expense).......             (150)              (323)             1,278             (840)
                                              ----------------- -----------------  ----------------- -----------------

Net income for the period..................               16                 88              1,864              518
                                              ----------------- -----------------  ----------------- -----------------
Liquidating distributions..................                                               (26,175)
                                              ----------------- -----------------  ----------------- -----------------
Net assets in liquidation at end of period.  $        38,685    $        63,064    $        38,685  $        63,064
                                              ================= =================  ================= =================

Net income per unit........................  $          0.00    $          0.00    $          0.04  $          0.01
                                              ================= =================  ================= =================

Weighted average number of units...........           52,350             52,350             52,350           52,350
                                              ================= =================  ================= =================
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See accompanying notes.




<PAGE>



                         PETRIE STORES LIQUIDATING TRUST
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

                               September 30, 2003

1.       Interim Reporting
         -----------------

         The accompanying unaudited financial statements of Petrie Stores
Liquidating Trust (the "Liquidating Trust") have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of the Liquidating Trust, all adjustments (consisting of only
normal recurring accruals) considered necessary for a fair presentation have
been included. Results for the three and nine months ended September 30, 2003
are not necessarily indicative of the results that may be expected for the
current fiscal year. For further information, reference is made to the financial
statements and footnotes thereto included in the Liquidating Trust's Annual
Report on Form 10-K for the year ended December 31, 2002.

2.       Basis of Presentation
         ---------------------

         The Liquidating Trust is the successor to Petrie Stores Corporation, a
New York corporation that was dissolved effective February 5, 1997 ("Petrie").
Prior to December 9, 1994, Petrie operated a chain of retail stores that
specialized in women's apparel and were located throughout the United States
(including Puerto Rico and the U.S. Virgin Islands). At Petrie's Annual Meeting
of Shareholders, held on December 6, 1994, Petrie's shareholders approved the
sale (the "Sale") to PS Stores Acquisition Corp. ("PS Stores") of all of the
stock of Petrie's former subsidiary, Petrie Retail, Inc. ("Petrie Retail"),
which then owned all of Petrie's retail operations, for $190 million in cash
plus the assumption of certain of Petrie's liabilities. At Petrie's Reconvened
Annual Meeting of Shareholders, held on January 24, 1995, Petrie's shareholders
approved (i) an exchange of shares of Toys "R" Us, Inc. ("Toys 'R' Us") common
stock ("Toys Common Stock") with Toys "R" Us (Note 3) and (ii) the liquidation
and dissolution of Petrie pursuant to a plan of liquidation and dissolution (the
"Plan of Liquidation").

         Pursuant to the Plan of Liquidation and the Agreement and Declaration
of Trust, dated as of December 6, 1995 (the "Liquidating Trust Agreement"),
between Petrie and the trustees named therein (the "Liquidating Trustees"),
effective as of the close of business on January 22, 1996 (the "Succession
Date"), Petrie transferred its remaining assets (then consisting of
approximately $131 million in cash and cash equivalents and 5,055,576 shares of
Toys Common Stock) to, and its remaining fixed and contingent liabilities were
assumed by (the "Succession"), the Liquidating Trust. The assets of the
Liquidating Trust are subject to various contingent liabilities, the status of
which is presently unclear (Note 5), as well as the terms of a letter agreement
with Toys "R" Us (Note 4) pursuant to which the Liquidating Trust is required to
provide notice to Toys "R" Us (and an opportunity for Toys "R" Us to object)
prior to making any future liquidating distributions. On November 19, 2002, the
expiration date of the Liquidating Trust was extended from December 6, 2002 to
December 6, 2006 (subject to further extension by the Liquidating Trustees).

         Beginning with the period ended December 31, 1996, the Liquidating
Trust adopted the calendar year as its fiscal year. A liquidation basis of
accounting was implemented as of January 28, 1995. The statements of net assets
in liquidation at September 30, 2003 and December 31, 2002 do not distinguish
between current and long-term balances as would be reflected if such statements
had been prepared on a going-concern basis.

         At the Succession Date, and as a result of the Succession, Petrie
ceased to be a taxable entity. The Liquidating Trust is a complete pass-through
entity for federal income taxes and, accordingly, is not itself subject to
federal income tax. Instead, each holder of units of beneficial interest in the
Liquidating Trust is required to take into account, in accordance with such
holder's method of accounting, his pro rata share of the Liquidating Trust's
items of income, gain, loss, deduction or credit, regardless of the amount or
timing of distributions to such holder.

3.       Investments in Common Stock
         ---------------------------

         On January 24, 1995, pursuant to the terms of an Acquisition Agreement
dated as of April 20, 1994, and amended as of May 10, 1994 (the "Toys
Acquisition Agreement"), between Petrie and Toys "R" Us, Petrie exchanged (the
"Exchange") with Toys "R" Us all of its shares of Toys Common Stock (39,853,403
shares), plus $165 million in cash, for 42,076,420 shares of Toys Common Stock
(approximately 15.0% of the outstanding Toys Common Stock at January 28, 1995).

         Between March 24, 1995 and February 11, 2000, the Liquidating Trust
sold or distributed all of its shares of Toys Common Stock. Accordingly, since
February 11, 2000, the Liquidating Trust has not owned any shares of Toys Common
Stock.

4.       Liquidating Distributions
         -------------------------

         On January 31, 2003, the Liquidating Trust distributed to its unit
holders a total of $26,175,119 in cash. In the distribution, unit holders
received $0.50 in cash for each unit of beneficial interest held of record at
the close of business on January 21, 2003.

         The assets of the Liquidating Trust are subject to the terms of a
letter agreement, dated as of January 24, 1995, pursuant to which the
Liquidating Trust is required to provide notice to Toys "R" Us (and an
opportunity for Toys "R" Us to object) prior to making any liquidating
distributions.

5.       Commitments and Contingencies
         -----------------------------

         As successor to Petrie, the Liquidating Trust has accrued for certain
contingent liabilities with respect to existing or potential claims, lawsuits
and other proceedings, which primarily relate to guarantees of certain retail
store leases expiring at various times through 2011 for which Petrie Retail or
an affiliate thereof assumed liability, and certain other liabilities that were
assumed by Petrie Retail (but as to which Petrie's liability has not been
released) in connection with the Sale (collectively, the "Assumed Obligations")
to the extent that Petrie Retail or its successor fails to perform. The
Liquidating Trust accrues such liabilities when it is probable that future costs
will be incurred and when such costs can be reasonably estimated. Such accruals
are based on developments to date, the Liquidating Trust's estimates of the
outcome of these matters and its experience (including that of its predecessor,
Petrie) in contesting, litigating and settling such matters. At both September
30, 2003 and December 31, 2002, the Liquidating Trust, as successor to Petrie,
had accrued approximately $25 million for contingent liabilities. As the scope
of these liabilities becomes further refined, there may be changes in the
estimates of future costs, which could have a material effect on the Liquidating
Trust's financial condition, liquidity and future ability to make liquidating
distributions.

         Petrie Retail's Bankruptcy. On October 12, 1995, Petrie Retail filed a
voluntary petition for reorganization relief under Chapter 11 of the United
States Bankruptcy Code with the U.S. Bankruptcy Court for the Southern District
of New York (the "Bankruptcy Court"). In connection with its filing for
bankruptcy protection, Petrie Retail failed to perform or make payments with
respect to certain of the Assumed Obligations, including, but not limited to,
Assumed Obligations relating to store leases for which Petrie Retail or an
affiliate thereof had assumed liability, state and federal taxes, employment
agreements, insurance premiums and certain other claims and contractual
obligations. Accordingly, the Liquidating Trust has been and may continue to be
required to make payments in respect of certain of the Assumed Obligations.

         On December 23, 1997, the Liquidating Trust filed over 110 claims in
the Bankruptcy Court against Petrie Retail and certain of its affiliates with
respect to an aggregate of approximately $14 million in payments which had then
been made by the Liquidating Trust as a result of the failure by Petrie Retail
or an affiliate thereof to perform or pay certain of the Assumed Obligations.
The Liquidating Trust subsequently amended these claims such that it asserted
fixed claims representing a total of approximately $16.9 million against Petrie
Retail's estate. The Liquidating Trust also filed approximately 600 additional
claims in the Bankruptcy Court against Petrie Retail and certain of its
affiliates with respect to payments which the Liquidating Trust might in the
future be required to make as a result of the failure by Petrie Retail or its
affiliates to perform or pay Assumed Obligations.

         On December 8, 1998, the Bankruptcy Court confirmed a plan of
reorganization for Petrie Retail (the "Petrie Retail Plan"), which modified the
plan of reorganization filed by Petrie Retail and Warburg Pincus Ventures, L.P.
("Warburg") with the Bankruptcy Court on August 6, 1998, as amended. Under the
confirmed Petrie Retail Plan, Petrie Retail sold substantially all of its
remaining operating assets to Urban Acquisition Corp., an affiliate of Urban
Brands, Inc., a retailer that operates under the Ashley Stewart trade name, for
$52.25 million, and retained 13 of its store leases, for which Warburg was
required to contribute $12 million to the bankruptcy estate, assume $3.1 million
of Petrie Retail's executive severance obligations and waive approximately $3.8
million in fees and expenses allegedly owed to it under Petrie Retail's
debtor-in-possession financing arrangement.

         On April 12, 2000, the Bankruptcy Court approved a stipulation of
settlement between the distribution company (the "Distribution Company")
designated by the Petrie Retail Plan and the Liquidating Trust, under which the
Liquidating Trust and the Distribution Company settled their disputes regarding
the claims that the Liquidating Trust filed against Petrie Retail. Pursuant to
the stipulation of settlement, (i) the Liquidating Trust was allowed a single
unsecured claim against Petrie Retail in the amount of approximately $14.4
million, subject to increase upon resolution of the Distribution Company's
objections to certain landlord claims against Petrie Retail, (ii) the
Distribution Company agreed to release to the Liquidating Trust the
approximately $5.5 million held in the Collateral Account by June 30, 2000
(provided that the Distribution Company did not pay $10 million or more to the
United Auto Workers District 65 Security Plan Pension Fund prior to that date),
and (iii) the Distribution Company and the Liquidating Trust exchanged mutual
releases. On June 28, 2000, the approximately $5.5 million held in the
Collateral Account was released and transferred to the Liquidating Trust in
accordance with the settlement. On December 15, 2000, the Bankruptcy Court
entered an order allowing the Liquidating Trust an unsecured claim against the
Distribution Company in the amount of $15.3 million. On December 21, 2000, the
Liquidating Trust received $765,000 as partial payment of the Liquidating
Trust's claim against the Distribution Company. On December 18, 2001, the
Liquidating Trust received $1,530,000 as partial payment of the Liquidating
Trust's claim against the Distribution Company. On or about July 1, 2003, the
Liquidating Trust received an additional $1,836,000 as partial payment of the
Liquidating Trust's claim against the Distribution Company. This partial payment
was accrued as of June 30, 2003. As of November 11, 2003, the Liquidating
Trust's remaining claim against the Distribution Company was $11,169,000. There
can be no assurance as to the timing of any payment in respect of the remainder
of the Liquidating Trust's claim against the Distribution Company or the amount
of any further payments that the Distribution Company will make to creditors
asserting unsecured claims. Accordingly, no amounts have been accrued as
receivables for potential reimbursement or recoveries from the reorganized
Petrie Retail entity.

         On April 10, 1998, PS Stores, the parent of Petrie Retail, filed a
voluntary petition for reorganization relief under Chapter 11 of the United
States Bankruptcy Code with the Bankruptcy Court. After such filing, the
Liquidating Trust filed claims in the Bankruptcy Court against PS Stores
substantially similar to those filed against Petrie Retail. On December 8, 1998,
the Bankruptcy Court confirmed PS Stores' proposed plan of reorganization, and
in August 1999, pursuant to a settlement approved by the Bankruptcy Court, the
Liquidating Trust received a payment in the amount of approximately $200,000
from PS Stores' bankruptcy estate.

         Store Leases. As described above, in December 1998, Petrie Retail
disposed of substantially all its remaining operations and store leases as part
of the Petrie Retail Plan. Of the roughly 1600 stores that Petrie Retail
operated prior to filing its bankruptcy petition in October 1995, (i) 722 leases
were rejected, (ii) 615 leases were assigned to third party retailers, including
(A) 410 leases which were part of Petrie Retail's former G&G Shops Inc. division
and were included in the sale of such division to an investor group led by
Pegasus Partners, L.P. and certain executives of such division, (B) 85 leases
which were sold to Urban Acquisition Corp. as part of the Petrie Retail Plan and
(C) 120 leases which were not part of Petrie Retail's former G&G Shops Inc.
division and which were sold to third party retailers other than Urban
Acquisition Corp., (iii) 13 leases were retained by the reorganized Petrie
Retail entity for stores which are currently managed by Urban Acquisition Corp.
and which Urban Acquisition Corp. has the right to purchase at a later date and
(iv) approximately 250 leases expired or were terminated by mutual landlord and
tenant consent. In addition, an affiliate of the Liquidating Trust's real estate
advisor assumed Petrie Retail's former headquarters lease at 150 Meadowlands
Parkway in Secaucus, New Jersey, which lease was guaranteed by the Liquidating
Trust. The headquarters lease expired on October 31, 2002.

         After taking into account settlements and releases obtained from
landlords, the Liquidating Trust, as successor to Petrie, remains the guarantor
of 140 of the retail leases. The Liquidating Trust's theoretical exposure
relating to these leases, without giving effect to any present value discount
and assuming the landlord in each case is unable to mitigate its damages, would
be approximately $28 million (including potential exposure related to the
exercise of lease renewal options described below). Such exposure includes (i)
approximately $24 million in potential liability related to 61 of the rejected
store leases described above, which amount is included in the Liquidating
Trust's accrued expenses and other liabilities at September 30, 2003, and (ii)
approximately $4 million in potential liability related to 26 of the store
leases which were either assigned to third party retailers or are still held by
the successor of Petrie Retail and 53 of the leases which have expired or were
terminated by mutual landlord and tenant consent described above. Of the $4
million in potential liability related to the assigned leases and the leases
that are still held by the successor of Petrie Retail, approximately $1 million
is due in 2003 and approximately $3 million is due thereafter. The exposure
related to assigned leases or leases still held by the successor to Petrie
Retail includes potential liability related to lease extension options that may
be exercised following the assignment of leases to third party retailers.

         The Liquidating Trust's lease exposure calculations reflect the
estimated sum of all base rent and additional rent (such as taxes and common
area charges) due under a lease through the end of the lease term, but do not
reflect potential penalties, interest and other charges to which a landlord may
be entitled. Such additional charges (which may in part be unenforceable) are
not expected to materially increase the Liquidating Trust's lease guarantee
liability.

         A significant number of leases discussed above under which a landlord
might claim that the Liquidating Trust, as successor to Petrie, has liability as
a lease guarantor either expressly contain mitigation provisions or relate to
property in states that imply such provisions as a matter of law. Mitigation
generally requires, among other things, that a landlord of a closed store seek
to reduce its damages, including by attempting to locate a new tenant.

         Employment Agreements. As previously disclosed, on October 23, 1995,
Petrie Retail notified three former executives of Petrie that, as a result of
Petrie Retail's bankruptcy filing, Petrie Retail would no longer honor its
obligations under the employment agreements each executive had entered into with
Petrie which had been assumed by Petrie Retail in connection with the sale of
the retail operations. On April 25, 1996, the Liquidating Trust entered into
settlement agreements with two of the former executives and on January 27, 1997
entered into a settlement agreement with the estate of the third executive.
Pursuant to such settlement agreements, the Liquidating Trust agreed to pay each
substantially all the amounts due under respective agreements with Petrie. The
two former executives have since died and, as a result, the Liquidating Trust's
obligations under the settlement agreements with such executives have been
terminated. The total cost of these settlements to the Liquidating Trust was
approximately $3.2 million.

         Insurance Premium Adjustment. In April 2002, the Liquidating Trust
received a bill from Zurich Insurance Company ("Zurich"), an insurer of Petrie,
for $551,338 in respect of retrospective premium adjustments purportedly owed by
Petrie pursuant to insurance agreements between Zurich and Petrie. The amount
claimed by Zurich relates to policy terms 1988/1989 through and including
1994/1995, and was based on the value of claims made as of December 31, 2001.
Such amount was paid by the Liquidating Trust on September 26, 2002.

         The Liquidating Trust believes, based on the most recently available
information, that appropriate accruals have been established in the accompanying
financial statements to provide for any losses that may be incurred with respect
to the aforementioned contingencies.

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

         The following discussion should be read in conjunction with the
Financial Statements and the Notes thereto provided herein.

         As previously disclosed, Petrie sold its retail operations to PS Stores
on December 9, 1994, and on January 24, 1995 (the date on which Petrie's
shareholders approved the Plan of Liquidation), Petrie commenced its
liquidation. As a result, effective January 28, 1995, Petrie changed its basis
of accounting from a going-concern basis to a liquidation basis. During the
three and nine months ended September 30, 2003 and 2002, the Liquidating Trust's
activities were limited to continuing Petrie's liquidation in furtherance of the
Plan of Liquidation. Beginning with the period ended December 31, 1996, the
Liquidating Trust adopted the calendar year as its fiscal year.

Critical Accounting Policies

         The Liquidating Trust's financial statements are prepared in accordance
with accounting principles generally accepted in the United States, and require
management to make estimates and assumptions. The Liquidating Trust believes
that, of its significant accounting policies, the policies described under Note
5 to the Liquidating Trust's financial statements may involve a higher degree of
judgment and complexity.

Results of Operations

         The Liquidating Trust's net income for the three and nine months ended
September 30, 2003 was $16,000 and $1,864,000, respectively, as compared to net
income of $88,000 and $518,000, respectively, for the three and nine months
ended September 30, 2002.

         For the three months ended September 30, 2003, the Liquidating Trust
incurred corporate overhead expense of $150,000, while for the nine months ended
September 30, 2003, the Liquidating Trust incurred a benefit in corporate
overhead of $1,278,000. For the three and nine months ended September 30, 2002,
the Liquidating Trust incurred corporate overhead expense of $323,000 and
$840,000, respectively. Corporate overhead generally consists of costs and
expenses related to the liquidation and dissolution of Petrie including, but not
limited to, costs and expenses that the Liquidating Trust has incurred as a
result of Petrie Retail's failure to perform its obligations in connection with
its bankruptcy filing, legal fees, real estate advisory fees, insurance,
salaries for the Liquidating Trust's two part-time employees, trustee fees,
accounting fees, transfer agent fees and printing and related expenses. The net
benefit in corporate overhead for the nine months ended September 30, 2003,
reflects $558,000 of expenses and the receipt on or about July 1, 2003, and
accrued as of June 30, 2003, of $1,836,000 as a partial payment of the
Liquidating Trust's claim against the Distribution Company. The decrease in the
amount of expenses that constituted corporate overhead (excluding the partial
payment of the Liquidating Trust's claim against the Distribution Company) for
the three and nine month periods ended September 30, 2003 as compared with the
comparable periods in 2002 reflects an overall reduction in the activities of
the Liquidating Trust.

         During the three and nine months ended September 30, 2003, the
Liquidating Trust earned investment income of $166,000 and $586,000,
respectively, as compared to $411,000 and $1,358,000, respectively, earned
during the three and nine months ended September 30, 2002. The decrease in
investment income for the three and nine months ended September 30, 2003 was due
to lower prevailing interest rates and fewer assets available for investment.

Liquidity and Capital Resources

General

         The assets of the Liquidating Trust are subject to the terms of a
letter agreement dated as of January 24, 1995 (the "Side Letter Agreement"),
pursuant to which the Liquidating Trust is required, prior to making any future
distribution, to provide notice to Toys "R" Us and an opportunity for Toys "R"
Us to object to such distribution. Such notice was provided to Toys "R" Us in
connection with the Liquidating Trust's distribution on January 31, 2003 of
$26,175,119 and in connection with prior distributions.

         As of November 11, 2003, the Liquidating Trust had approximately $64
million in cash, cash equivalents and investments in U.S. Treasury obligations.
The Liquidating Trust believes that it has sufficient liquid funds available to
satisfy the foreseeable liabilities of the Liquidating Trust (including, without
limitation, costs and expenses related to the administration of the Liquidating
Trust, such as legal fees, real estate advisory fees, insurance, salaries for
the Liquidating Trust's two part-time employees, trustee fees, accounting fees,
transfer agent fees and printing and related expenses).

Contingent Liabilities

         As more fully described in Item 1 of Part I, the Liquidating Trust, as
successor to Petrie, has accrued for certain contingent liabilities with respect
to existing or potential claims, lawsuits and other proceedings, which primarily
relate to guarantees of certain retail store leases, expiring at various times
through 2011 for which Petrie Retail or an affiliate thereof assumed liability,
and certain other liabilities that were assumed by Petrie Retail (but as to
which Petrie's liability has not been released) in connection with the Sale to
the extent that Petrie Retail or its successor fails to perform. At September
30, 2003, the Liquidating Trust, as successor to Petrie, had accrued
approximately $25 million for contingent liabilities. As the scope of these
liabilities becomes further refined, there may be changes in the estimates of
future costs, which could have a material effect on the Liquidating Trust's
financial condition, liquidity and future ability to make liquidating
distributions. See Notes to Financial Statements.

CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS
OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

         Except for historical matters, the matters discussed in this Quarterly
Report on Form 10-Q are forward-looking statements that involve risks and
uncertainties. Forward-looking statements include, but are not limited to,
statements relating to the Liquidating Trust's contingent liabilities contained
above in "Management's Discussion and Analysis of Financial Condition and
Results of Operations" and Notes to Financial Statements.

         The Liquidating Trust wishes to caution readers that in addition to
factors that may be described elsewhere in this Quarterly Report on Form 10-Q,
the following important factors, among others, could cause the Liquidating
Trust's assets and liabilities to differ materially from those expressed in any
forward-looking statements made by, or on behalf of, the Liquidating Trust, and
could materially affect the Liquidating Trust's financial condition, liquidity
and future ability to make liquidating distributions:

(1)  A decision by Petrie Retail's successor to close additional stores for
     which the Liquidating Trust, as successor to Petrie, has liability as a
     guarantor;

(2)  Other actions by Petrie Retail's successor which cause the default of
     obligations assumed by Petrie Retail in connection with the Sale for
     which the Liquidating Trust, as successor to Petrie, may be deemed to
     have liability;

(3)  An adverse material change in general economic conditions and the
     interest rate environment;

(4)  The effects of, and changes in, laws and regulations and other activities
     of federal and local governments, agencies and similar organizations; and

(5)  The costs and other effects of other legal and administrative cases and
     proceedings, settlements and claims relating to the Liquidating Trust's
     contingent liabilities.

<PAGE>


Item 3.  Quantitative and Qualitative Disclosures About Market Risk.
         -----------------------------------------------------------

         The Liquidating Trust invests its available cash in short-term United
States Treasury Obligations. Although the rate of interest paid on short-term
United States Treasury Obligations may fluctuate over time based on changes in
the general level of U.S. interest rates, each of such investments is made at a
fixed interest rate over the duration of the investment and each has a maturity
of less than 365 days. In addition, the Liquidating Trust Agreement prohibits
the Liquidating Trust from making certain investments with a maturity of greater
than one year and certain other investments that could expose the Liquidating
Trust to market risk. The Liquidating Trust believes that its exposure to market
risk fluctuations for its investments is not material as of September 30, 2003.

Item 4.  Controls and Procedures.
         ------------------------

         (a) Disclosure Controls and Procedures. The Liquidating Trust's
         management, with the participation of the Liquidating Trust's Chief
         Executive Officer and Chief Financial Officer, has evaluated the
         effectiveness of the Liquidating Trust's disclosure controls and
         procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e)
         under the Securities Exchange Act of 1934, as amended (the "Exchange
         Act")) as of the end of the period covered by this report. Based on
         such evaluation, the Liquidating Trust's Chief Executive Officer and
         Chief Financial Officer have concluded that, as of the end of such
         period, the Liquidating Trust's disclosure controls and procedures are
         effective.

         (b) Internal Control Over Financial Reporting. There have not been any
         changes in the Liquidating Trust's internal control over financial
         reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f)
         under the Exchange Act) during the fiscal quarter to which this report
         relates that have materially affected, or are reasonably likely to
         materially affect, the Liquidating Trust's internal control over
         financial reporting.

<PAGE>

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.
         ------------------

         See the discussion contained in the Notes to Financial Statements in
Part I, Item 1 of this Quarterly Report on Form 10-Q.

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

(a)      List of Exhibits

                  Exhibit 31.1      Certification of Chief Executive Officer
                                    pursuant to Rule 13a-14 of the Securities
                                    Exchange Act of 1934, as adopted pursuant
                                    to Section 302 of the Sarbanes-Oxley Act
                                    of 2002.

                  Exhibit 31.2      Certification of Chief Financial Officer
                                    pursuant to Rule 13a-14 of the Securities
                                    Exchange Act of 1934, as adopted pursuant
                                    to Section 302 of the Sarbanes-Oxley Act
                                    of 2002.

                  Exhibit 32.1      Certification of Chief Executive Officer
                                    and Chief Financial Officer pursuant to 18
                                    U.S.C. Section 1350, as adopted pursuant
                                    to Section 906 of the Sarbanes-Oxley Act
                                    of 2002.

(b)      Reports on Form 8-K

                  None



<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.

                                    PETRIE STORES LIQUIDATING TRUST


Dated:  November 14, 2003           By  /s/ Stephanie R. Joseph
                                       ---------------------------------------
                                       Stephanie R. Joseph
                                       Manager and Chief Executive Officer


Dated:  November 14, 2003            By  /s/ H. Bartlett Brown
                                        --------------------------------------
                                        H. Bartlett Brown
                                        Assistant Manager and
                                          Chief Financial Officer

<PAGE>

Exhibit 31.1
------------

                    Certification of Chief Executive Officer
         Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934
                    As Adopted Pursuant to Section 302 of the
                           Sarbanes-Oxley Act of 2002

         I, Stephanie R. Joseph, Manager and Chief Executive Officer of Petrie
Stores Liquidating Trust, certify that:

         1. I have reviewed this quarterly report on Form 10-Q of Petrie
Stores Liquidating Trust;

         2. Based on my knowledge, this 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 report;

         3. Based on my knowledge, the financial statements, and other
financial information included in this 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 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 report is being
prepared;

         (b) Evaluated the effectiveness of the registrant's disclosure
controls and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this 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 (the registrant's fourth fiscal quarter in the case of
an annual report) that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial reporting;
and

         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 the
registrant's board of directors (or persons performing the equivalent
functions):

         (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.


Date: November 14, 2003                    /s/ Stephanie R. Joseph
                                           ------------------------------------
                                           Stephanie R. Joseph
                                           Manager and Chief Executive Officer

<PAGE>

Exhibit 31.2
------------

                    Certification of Chief Financial Officer
         Pursuant to Rule 13a-14 of the Securities Exchange Act of 1934
                    As Adopted Pursuant to Section 302 of the
                           Sarbanes-Oxley Act of 2002


         I, H. Bartlett Brown, Assistant Manager and Chief Financial Officer
of Petrie Stores Liquidating Trust, certify that:

         1. I have reviewed this quarterly report on Form 10-Q of Petrie
Stores Liquidating Trust;

         2. Based on my knowledge, this 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 report;

         3. Based on my knowledge, the financial statements, and other
financial information included in this 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 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 report is being
prepared;

         (b) Evaluated the effectiveness of the registrant's disclosure
controls and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this 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 (the registrant's fourth fiscal quarter in the case of
an annual report) that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial reporting;
and

         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 the
registrant's board of directors (or persons performing the equivalent
functions):

         (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.


Date: November 14, 2003               /s/ H. Bartlett Brown
                                      ----------------------------------------
                                      H. Bartlett Brown
                                      Assistant Manager
                                      and Chief Financial Officer

<PAGE>

Exhibit 32.1
------------

                    Certification of CEO and CFO Pursuant to
                             18 U.S.C. Section 1350,
                             As Adopted Pursuant to
                  Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of Petrie Stores Liquidating Trust (the
"Trust") on Form 10-Q for the period ending September 30, 2003, as filed with
the Securities and Exchange Commission on the date hereof (the "Report"),
Stephanie R. Joseph, as Chief Executive Officer of the Trust, and H. Bartlett
Brown, as Chief Financial Officer of the Trust, each hereby certifies, pursuant
to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act
of 2002, to the best of her or his knowledge, that:

         (1) The Report fully complies with the requirements of section 13(a)
of the Securities Exchange Act of 1934; and

         (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Trust.



/s/ Stephanie R. Joseph
------------------------
Stephanie R. Joseph
Chief Executive Officer
November 14, 2003

/s/ H. Bartlett Brown
------------------------
H. Bartlett Brown
Chief Financial Officer
November 14, 2003


This certification accompanies this Report pursuant to ss. 906 of the
Sarbanes-Oxley Act of 2002 and shall not be deemed filed by the Trust for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended. A
signed original of this written statement required by Section 906 has been
provided to the Trust and will be retained by the Trust and furnished to the
Securities and Exchange Commission or its staff upon request.