Born in Petrograd, Ustvolskaya studied from 1937 to 1939 at the college attached to the Leningrad Conservatory (later renamed the Rimsky-Korsakov Conservatory). From 1947 till 1977 she taught composition at this college. In 1939 she entered Dmitri Shostakovich's composition class at the Conservatory as the only female student in his class. Her composition teacher said of her:
