Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
CHITAYAT JACK
  2. Issuer Name and Ticker or Trading Symbol
LIQUIDMETAL TECHNOLOGIES INC [LQMT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
1836 EL CAMINO DEL TEATRO
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2011
(Street)

LA JOLLA, CA 92037
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (right to buy) $ 0.49 04/27/2011   J(1)     1,680,977 05/01/2009 07/31/2015 Common Stock 1,680,977 $ 0.5 3,688,994 I 1,334,232 held by Carlyle Liquid Holdings, LLC and 2,354,762 held by Atlantic Realty Group.
Warrant (right to buy) $ 0.49 04/27/2011   J(1)   1,680,977   05/01/2009 07/31/2015 Common Stock 1,680,977 $ 0.5 3,688,994 I 1,334,232 held by Carlyle Liquid Holdings, LLC and 2,354,762 held by Atlantic Realty Group.
Series A-1 Preferred Stock $ 0.1 04/29/2011   J(2)     28,928   (3)   (3) Common Stock 1,446,400 $ 5 0 I Indirectly held by Carlyle Liquid Holdings, LLC
Series A-2 Preferred Stock $ 0.22 04/29/2011   J(2)     51,420   (3)   (3) Common Stock 1,168,636 $ 5 58,108 I Held by Atlantic Realty Group
Series A-1 Preferred Stock $ 0.1 04/29/2011   J(2)   28,928     (3)   (3) Common Stock 1,446,400 $ 5 28,928 D  
Series A-2 Preferred Stock $ 0.22 04/29/2011   J(2)   51,420     (3)   (3) Common Stock 1,168,636 $ 5 51,420 D  
Warrant (right to buy) $ 0.49 04/29/2011   J(4)     1,334,236 05/01/2009 07/31/2015 Common Stock 1,334,236 $ 0.5 2,354,762 I Held by Atlantic Realty Group
Warrant (right to buy) $ 0.49 04/29/2011   J(4)   1,334,236   05/01/2009 07/31/2015 Common Stock 1,334,236 $ 0.5 1,487,718 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CHITAYAT JACK
1836 EL CAMINO DEL TEATRO
LA JOLLA, CA 92037
    X    

Signatures

 Jack Chitayat   06/09/2011
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Warrants were disposed/acquired upon distribution of such warrants by Carlyle Liquid, LLC to its members in a pro-rata liquidation of the warrants. This transaction transferred the ownership from Carlyle Liquid, LLC to Atlantic Realty Group, which is owned and managed by Mr. Chitayat, and merely changed the form of beneficial ownership.
(2) The shares of Series A Preferred Stock were previously held by Carlyle Liquid Holdings, LLC ("CLH"). This transaction transferred the ownership from CLH to Mr. Chitayat in a pro-rata distribution of the shares. This transaction merely changed the form of beneficial ownerhsip.
(3) Each share of Series A Preferred Stock is convertible into shares of common stock at the time and under the circumstances described in the Amended Certificate of Designations, Preferences and Rights for Series A Preferred Stock. The Series A Preferred Stock has no expiration date.
(4) Warrants were previously held by Carlyle Liquid Holdings, LLC ("CLH"). This transaction transferred the ownership from CLH to Mr. Chitayat in a pro-rata distribution of the shares and merely changed the form of beneficial ownership.

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