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


For the quarterly period ended June 30, 2002    Commission file number:  0-3777


                      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)

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

Former Name, Former Address and Former Fiscal Year, if Changed Since
Last Report:

         Not Applicable.

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 the number of shares outstanding of each of the registrant's classes
of common stock as of the latest practicable date: As of August 12, 2002,
there were 52,350,238 Units of Beneficial Interest outstanding.


<TABLE>
<CAPTION>
                        PETRIE STORES LIQUIDATING TRUST

                              INDEX TO FORM 10-Q

PART I - FINANCIAL INFORMATION
                                                                                                               Page
Item 1.  Financial Statements
<S>                                                                                                              <C>
         Statements of Net Assets in Liquidation - June 30, 2002 (Unaudited)
               and December 31, 2001............................................................................. 2
         Statements of Changes in Net Assets in Liquidation (Unaudited) - For
               the Three and Six Months Ended June 30, 2002 and 2001............................................. 3
         Notes to Financial Statements........................................................................... 4
Item 2.  Management's Discussion and Analysis of Financial Condition and
               Results of Operations..............................................................................9

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.......................................................................................11
Item 6.  Exhibits and Reports on Form 8-K........................................................................11
</TABLE>



<TABLE>
<CAPTION>
                                          PETRIE STORES LIQUIDATING TRUST

                                      STATEMENTS OF NET ASSETS IN LIQUIDATION

                                                  (In thousands)


                                                                                June 30, 2002          December 31,
                                                                                 (Unaudited)               2001
                                                                             -------------------    ------------------
Assets
<S>                                                                          <C>                    <C>
Cash and cash equivalents................................................... $               381    $406
U.S. Treasury obligations...................................................              89,034                88,590
                                                                             -------------------    ------------------
Total assets................................................................              89,415                89,996

Liabilities
Accrued expenses and other liabilities......................................              26,439                26,450

Commitments and contingencies

                                                                             -------------------    ------------------
Net assets in liquidation................................................... $            62,976    $62,546
                                                                             ===================    ==================





See accompanying notes.
</TABLE>




<TABLE>
<CAPTION>
                                          PETRIE STORES LIQUIDATING TRUST

                                STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION

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



                                                        Three                Three               Six                 Six
                                                       Months                Months             Months             Months
                                                        Ended                Ended              Ended               Ended
                                                      June 30,              June 30,           June 30,           June 30,
                                                         2002                 2001               2002               2001
                                                  -----------------      --------------      ------------       -------------
<S>                                               <C>                    <C>                 <C>                <C>
Net assets in liquidation at beginning of
period........................................... $        62,819        $     59,185        $ 62,546           $   58,281
                                                  -----------------      --------------      ------------       -------------
Investment income................................               418               1,153               947               2,433
Corporate overhead...............................             (261)               (529)             (517)               (905)
                                                  -----------------      --------------      ------------       -------------

Net income for the period........................               157                 624               430               1,528
                                                  -----------------      --------------      ------------       -------------
Net assets in liquidation at end of period....... $        62,976        $     59,809        $ 62,976           $   59,809
                                                  =================      ==============      ============       =============

Net income per unit.............................. $             0.00     $          0.01     $      0.01        $        0.03
                                                  =================      ==============      ============       =============

Weighted average number of units.................            52,350              52,350            52,350              52.350
                                                  =================      ==============      ============       =============


  See accompanying notes.
</TABLE>


                        PETRIE STORES LIQUIDATING TRUST

                         NOTES TO FINANCIAL STATEMENTS

                                  (Unaudited)

                                 June 30, 2002

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 six months ended
June 30, 2002 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,
2001.

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 of Petrie's retail operations (the "Sale"). 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
8, 2000, the expiration date of the Liquidating Trust was extended from
December 6, 2000 to December 6, 2002 (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 June 30, 2002 and December 31, 2001 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).

         At December 31, 2001 and June 30, 2002, the Liquidating Trust did not
own any shares of Toys Common Stock.

4.       Liquidating Distributions

         The assets of the Liquidating Trust are subject to the terms of a
letter agreement, dated as of January 24, 1995, pursuant to which Petrie
agreed with Toys "R" Us that Petrie would retain, either individually or in
combination, (i) cash in an amount of at least $177.5 million (the "Reserved
Amount") or (ii) shares of Toys Common Stock having a market value (using the
per share price on January 20, 1995) of at least twice the Reserved Amount, to
secure the payment of Petrie's contingent liabilities (Note 5). In connection
with the Liquidating Trust's distributions of $78,525,357 in cash and
1,688,576 shares of Toys Common Stock on February 11, 2000 and $39,262,679 in
cash on December 21, 2000, the Liquidating Trust provided Toys "R" Us with
prior notice of such distributions and Toys "R" Us agreed that it did not
object to such distributions. Pursuant to the terms of the letter agreement,
the Liquidating Trust is required to provide similar notice to Toys "R" Us
prior to making any additional 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 June 30, 2002 and December 31, 2001, the Liquidating
Trust, as successor to Petrie, had accrued approximately $25 million and $26
million, respectively, 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
may 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 an additional $1,530,000 as partial
payment of the Liquidating Trust's claim against the Distribution Company. As
of August 12, 2002, the Liquidating Trust's remaining claim against the
Distribution Company was $13,005,000. There can be no assurance as to the
timing of the payment 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 has assumed Petrie Retail's former
headquarters lease at 150 Meadowlands Parkway in Secaucus, New Jersey, which
lease is guaranteed by the Liquidating Trust. The Liquidating Trust's real
estate advisor reached a settlement with the landlord and returned part of the
former headquarters space and has sublet most of the remainder of such space
in an effort to mitigate the Liquidating Trust's liability under this lease,
although no assurance can be given that the subtenant will continue to pay
rent through the remaining term of the headquarters lease (which expires 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 142 of the retail leases and the headquarters lease described
above. 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 $31
million (including potential exposure related to the exercise of lease renewal
options described below). Such exposure includes (i) approximately $25 million
in potential liability related to 63 of the rejected store leases described
above, which amount is included in the Liquidating Trust's accrued expenses
and other liabilities at June 30, 2002, and (ii) approximately $6 million in
potential liability related to 21 of the store leases which were either
assigned to third party retailers or are still held by the successor of Petrie
Retail, the headquarters lease (which now accounts for an insignificant
potential liability), and 58 of the leases which have expired or were
terminated by mutual landlord and tenant consent described above. Of the $6
million in potential liability related to the assigned leases, the leases that
are still held by the successor of Petrie Retail and the headquarters lease,
approximately $1 million is due in 2002 and approximately $5 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. In early 2002, one of the executives died and, as a
result, the Liquidating Trust's obligations under the settlement agreement
with such executive terminated. The total cost of these settlements to the
Liquidating Trust was approximately $3.2 million, of which approximately
$207,000 (relating to certain unfunded pension obligations) remained unpaid
and was included in the Liquidating Trust's accrued expenses and other
liabilities at June 30, 2002.

         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. The Liquidating Trust is currently reviewing the claims
made by Zurich.

         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 six months ended June 30, 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 six months ended
June 30, 2002 was $157,000 and $430,000, respectively, as compared to net
income of $624,000 and $1,528,000, respectively, for the three and six months
ended June 30, 2001.

         For the three and six months ended June 30, 2002, the Liquidating
Trust incurred corporate overhead of $261,000 and $517,000, respectively, as
compared to corporate overhead of $529,000 and $905,000, respectively, for the
three and six months ended June 30, 2001. 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 decrease in corporate overhead for the three and six
month periods ended June 30, 2002 reflects an overall reduction in the
activities of the Liquidating Trust resulting from the ongoing settlement and
release of claims by landlords.

         During the three and six months ended June 30, 2002, the Liquidating
Trust earned investment income of $418,000 and $947,000, respectively, as
compared to $1,153,000 and $2,433,000 earned during the three and six months
ended June 30, 2001. The decrease in investment income for the three and six
months ended June 30, 2002 was due to lower prevailing interest rates.

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.

         As of August 12, 2002, the Liquidating Trust had approximately $89
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 June 30, 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. 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 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 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.


                          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.

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

         (a)      List of Exhibits

                  Exhibit 99.1      Certificate 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


                                 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:  August 14, 2002                     By /s/ Stephanie R. Joseph
                                               -----------------------------
                                                 Stephanie R. Joseph
                                                 Manager and Chief
                                                 Executive Officer


Dated:  August 14, 2002                     By /s/ H. Bartlett Brown
                                               ------------------------------
                                                  H. Bartlett Brown
                                                  Assistant Manager and
                                                  Chief Financial Officer

<PAGE>



                                                              Exhibit 99.1



                   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 June 30, 2002, 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 Section 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
August 14, 2002


/s/ H. Bartlett Brown
-----------------------------
H. Bartlett Brown
Chief Financial Officer
August 14, 2002

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.