SECURITIES EXCHANGE ACT OF 1934
Release No. 50273 / August 26, 2004

Admin. Proc. File No. 3-11610


In the Matter of

U.S. Technologies, Inc.

Respondent.



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ORDER INSTITUTING PROCEEDINGS, MAKING FINDINGS AND REVOKING REGISTRATION OF COMMON STOCK PURSUANT TO SECTION 12(j) OF THE SECURITIES EXCHANGE ACT OF 1934

I.

The Securities and Exhange Commission ("Commission") deems it necessary and appropriate for the protection of investors that proceedings be, and hereby are, instituted pursuant to Section 12(j) of the Securities Exchange Act of 1934 ("Exchange Act") against U.S. Technologies, Inc. ("UST"), a corporation whose stock is registered with the Commission pursuant to Section 12(g) of the Exchange Act.

II.

In anticipation of the institution of these proceedings, UST has submitted an Offer of Settlement, which the Commission has determined to accept. Solely for the purpose of this proceeding and any other proceeding brought by or on behalf of the Commission or to which the Commission is a party, and without admitting or denying the findings herein, except as to the jurisdiction of the Commission over it, the subject matter of this proceeding and the findings of the Commission as set forth in Section III of this Order Instituting Proceedings, Making Findings, and Revoking Registration of Common Stock Pursuant to Section 12(j) of the Securities Exchange Act of 1934 ("Order"), UST consents to the entry of this Order.

III.

On the basis of this Order and UST's Offer, the Commission finds that

A. The common stock of UST is registered pursuant to Section 12(g) of the Exchange Act and has been registered since 1987.

B. At all relevant times, UST was required pursuant to Section 13(a) of the Exchange Act and Rules 13a-1 and 13a-13 thereunder, to file timely and in proper form its annual reports on Form 10-K and its quarterly reports on Form 10-Q. UST has failed to file an annual report since April 16, 2002, when it belatedly filed its Form 10 K for the fiscal year ended December 31, 2001, and, it has failed to file any quarterly report since May 21, 2002, when it belatedly filed its Form 10-Q for the quarter-ended March 31, 2002. Its last filing with the Commission of any kind was on August 5, 2002, when it filed a Form 8-K. As a result of the foregoing, UST has failed to comply with Section 13(a) of the Exchange Act and Rules 13a-1 and 13a-13 thereunder.

C. UST's common stock is still traded in the over-the-counter market and quoted through the "Pink Sheets" published by Pink Sheets LLC, under the ticker symbol "USXX." UST's common stock has been quoted at or less than $0.01 per share since at least August 2002, with the exception of two days in June 2003.

IV.

Section 12(j) of the Exchange Act provides as follows:

The Commission is authorized, by order, as it deems necessary or appropriate for the protection of investors to deny, to suspend the effective date of, to suspend for a period not exceeding twelve months, or to revoke the registration of a security, if the Commission finds, on the record after notice and opportunity for hearing, that the issuer of such security has failed to comply with any provision of this title or the rules and regulations thereunder. No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked pursuant to the preceding sentence.

In view of the foregoing, the Commission finds that it is necessary and appropriate for the protection of investors to impose the sanction specified in Respondent's Offer.

Accordingly, it is hereby ORDERED, pursuant to Section 12(j) of the Exchange Act, that registration of the common stock of UST be, and hereby is, revoked.

By the Commission.

Jonathan G. Katz
Secretary