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, 2003   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)


                                (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 August 4, 2003, there
were 52,350,238 Units of Beneficial Interest outstanding.


<PAGE>



                        PETRIE STORES LIQUIDATING TRUST

                              INDEX TO FORM 10-Q

PART I - FINANCIAL INFORMATION

<TABLE>
<CAPTION>

                                                                                     Page
Item 1.  Financial Statements
<S>                                                                                   <C>
         Statements of Net Assets in Liquidation - June 30, 2003 (Unaudited)
               and December 31, 2002.................................................... 2
         Statements of Changes in Net Assets in Liquidation (Unaudited) - For
               the Three and Six Months Ended June 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
</TABLE>

<PAGE>




                        PETRIE STORES LIQUIDATING TRUST

                    STATEMENTS OF NET ASSETS IN LIQUIDATION

                                (In thousands)

<TABLE>
<CAPTION>

                                                             June 30, 2003  December 31,
                                                              (Unaudited)      2002

Assets
<S>                                                        <C>             <C>
Cash and cash equivalents................................  $         71    $        9
Receivable from Distribution Company (Note 5)............         1,836
U.S. Treasury obligations................................        62,509        88,907
                                                           ------------     ---------
Total assets.............................................        64,416        88,916

Liabilities
Accrued expenses and other liabilities...................        25,747        25,920

Commitments and contingencies

                                                           ------------    ----------
Net assets in liquidation................................  $     38,669    $   62,996
                                                           ============    ==========

</TABLE>



See accompanying notes.

<PAGE>

<TABLE>
<CAPTION>

                                          PETRIE STORES LIQUIDATING TRUST

                                 STATEMENTS OF CHANGES IN NET ASSETS IN LIQUIDATION

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


                                                   Three Months     Three Months      Six Months         Six Months
                                                      Ended             Ended           Ended               Ended
                                                  June 30, 2003     June 30, 2002    June 30, 2003       June 30, 2002
                                                  -------------     -------------    -------------       -------------

<S>                                                   <C>               <C>               <C>              <C>
Net assets in liquidation at beginning of
period .............................................  $ 36,822          $ 62,819          $ 62,996         $ 62,546
                                                      --------          --------          --------         --------
Investment income ..................................       174               418               420              947
Corporate overhead benefit (expense) ...............     1,673              (261)            1,428             (517)
                                                      --------          --------          --------         --------
Net income for the period ..........................     1,847               157             1,848              430
                                                      --------          --------          --------         --------
Liquidating distributions ..........................                                       (26,175)
                                                      --------          --------          --------         --------
Net assets in liquidation at end of period .........  $ 38,669          $ 62,976          $ 38,669         $ 62,976
                                                      ========          ========          ========         ========

Net income per unit ................................  $   0.04          $   0.00          $   0.04         $   0.01
                                                      ========          ========          ========         ========
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, 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 six months ended
June 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 June 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 June 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
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 $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 has been accrued as of June 30, 2003 in the accompanying
financial statements. As of August 4, 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 June 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 six months ended June 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 six months ended
June 30, 2003 was $1,847,000 and $1,848,000, respectively, as compared to net
income of $157,000 and $430,000, respectively, for the three and six months
ended June 30, 2002.

         For the three and six months ended June 30, 2003, the Liquidating
Trust incurred a benefit in corporate overhead of $1,673,000 and $1,428,000,
respectively, as compared to corporate overhead expense of $261,000 and
$517,000, respectively, for the three and six months ended June 30, 2002.
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 benefit in
corporate overhead for the three and six months ended June 30, 2003 reflects
$1,836,000 of income relating to a partial payment of the Liquidating Trust's
claim against the Distribution Company received on or about July 1, 2003 and
accrued as of June 30, 2003. The decrease in the amount of expenses that
constituted corporate overhead for the three and six month periods ended June
30, 2003 reflects an overall reduction in the activities of the Liquidating
Trust.

         During the three and six months ended June 30, 2003, the Liquidating
Trust earned investment income of $174,000 and $420,000, respectively, as
compared to $418,000 and $947,000, respectively, earned during the three and
six months ended June 30, 2002. The decrease in investment income for the
three and six months ended June 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 August 4, 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 June 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.


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 June 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.


                          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:  August 5, 2003              By  /s/ Stephanie R. Joseph
                                        ------------------------------
                                            Stephanie R. Joseph
                                            Manager and Chief Executive Officer


Dated:  August 5, 2003              By  /s/ H. Bartlett Brown
                                        ------------------------------
                                            H. Bartlett Brown
                                            Assistant Manager and Chief
                                            Financial Officer