**SECURITIES
        AND EXCHANGE COMMISSION**
 **Washington,
        D.C. 20549**
 
 **FORM
        10-QSB**
 
 [X]
        Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act
        of
        1934.
 
 For
        the
        quarterly period ended: **March
        31, 2006**
 
 OR
 
 [_]
        Transition Report Under Section 13 or 15(d) of the Securities Exchange Act
        of
        1934.
 
 For
        the
        transition period from : to
 
 **Commission
        File Number:** **000-49670**
  **ULURU
        INC.**
   (Name
        of
        Small Business Issuer in its Charter)
  **Nevada**
              **41-2118656**(State
                  or other jurisdiction of
              (I.R.S.
                  Employer Identification No.)incorporation
                  or organization)
 
 **4452
        Beltway Drive**
 **Addison,
        Texas 75001**
 (Address
        of principal executive offices)
 
 Registrant's
        telephone number, including area code: **(214)
        905-5145**
 
 Securities
        registered pursuant to Section 12(b) of the Act: None
 
 Securities
        registered pursuant to Section 12(g) of the Act:
 Common
        Stock, $.001 par value
 
 Check
        whether the issuer (1) filed all reports required to be filed by Section
        13 or
        15(d) of the Securities Exchange Act of 1934 during the past 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 checkmark whether the registrant is a shell company (as defined in Rule
        12b-2
        of the Exchange Act. Yes [ ] No [X]
 
 The
        number of outstanding shares of registrant's Common Stock on May 9, 2006
        was
        12,844,311.
 
 Transitional
        Small Business Disclosure Format. Yes [ ] No [X]
  *Table
            of Contents*
  
 **ULURU
        INC.**
 
 **FORM
        10-QSB**
 
 **For
        the Quarterly Period Ended MARCH 31, 2006**
 
 **TABLE
        OF CONTENTS**
 Page**PART
                  I**
              **FINANCIAL
                  INFORMATION**Item
                  1.
              Financial
                  Statements
              3Condensed
                  Consolidated Balance Sheet, March 31, 2006
                  (unaudited)
              3Unaudited
                  Condensed Consolidated Statement
                  of Operations for the three months ended March 31,
                  2006
              4Unaudited
                  Condensed Consolidated Statement of
                  Cash Flows for the three months ended March 31, 2006
              5Notes
                  to Financial Statements
                  (unaudited)
              6Item
                  2.
              Management’s
                  Discussion and Analysis of Financial Condition
                  and Results of Operations
              18Item
                  3.
              Controls
                  and Procedures
              23**PART
                  II**
              **OTHER
                  INFORMATION**Item
                  1.
              Legal
                  Proceedings
              23Item
                  2.
              Unregistered
                  Sales of Equity Securities and Use
                  of Proceeds
              23Item
                  3.
              Defaults
                  Upon Senior Securities
              24Item
                  4.
              Submission
                  of Matters to a Vote of Security
                  Holders
              24Item
                  5.
              Other
                  Information
              24Item
                  6.
              Exhibits
              25Signatures
              25
 
 
 
 
 
 
 
  -
            2
            -
 *Table
            of Contents*
  **PART
        1 - FINANCIAL INFORMATION**
 
 **ITEM
        1. FINANCIAL
        STATEMENTS**
 
 **ULURU
        INC.**
 **CONDENSED
        CONSOLIDATED BALANCE SHEET**
 **AS
        AT MARCH 31, 2006**
 **(unaudited)**
 
 ALL
        ASSETS ARE PLEDGED AS COLLATERAL UNDER NOTES PAYABLE
 
 **ASSETS****Current
                  Assets**Cash
              
              $
              587,674Cash
                  in escrow account
              
              
              128,045Accounts
                  receivable - trade
              
              
              81,823Accounts
                  receivable - other
              
              
              42,823Inventory
              
              
              115,219Prepaid
                  expenses
              
              
              207,887Total
                  Current Assets
              
              
              1,163,471**Property,
                  Plant & Equipment, net**
              
              
              410,858**Other
                  Assets**Patents,
                  net
              
              
              12,046,214Licensing
                  rights, net
              
              
              485,965Deferred
                  financing costs, net
              
              
              1,012,602Deposits
              
              
              19,129Total
                  Other Assets
              
              
              13,563,910**TOTAL
                  ASSETS**
              
              $
              15,138,239**LIABILITIES
                  AND STOCKHOLDERS’ EQUITY (DEFICIT)****Current
                  Liabilities**Accounts
                  payable
              
              $
              597,975Accrued
                  liabilities
              
              
              51,317Shareholder
                  advance
              
              
              1,484Royalty
                  advance
              
              
              309,797Accrued
                  interest
              
              
              393,068Asset
                  purchase obligation, net
              
              
              3,520,061Total
                  Current Liabilities
              
              
              4,873,702**Long
                  Term Debt**Asset
                  purchase obligation, net - less current portion
              
              
              866,804Notes
                  Payable
              
              
              13,012,829Total
                  Long Term Debt
              
              
              13,879,633**Total
                  Liabilities**
              
              
              18,753,335**STOCKHOLDERS'
                  EQUITY (DEFICIT)**Preferred
                  stock, $.001 par value, 20,000 sharesauthorized,
                  none issued
              
              
              --Common
                  Stock: $ 0.001 par value, 200,000,000 shares authorized;12,844,311
                  issued and outstanding
              
              
              12,844Paid-in
                  capital
              
              
              214,891Retained
                  earnings (deficit)
              
              
              (3,842,831
              )**Total
                  Stockholders’ Equity (Deficit)**
              
              
              (3,615,096
              )**TOTAL
                  LIABILITIES AND STOCKHOLDERS’ EQUITY**
              
              $
              15,138,239The
                  accompanying notes are an integral part of these consolidated financial
                  statements.
 
  -
            3
            -
 *Table
            of Contents*
  
 **ULURU
        INC.**
 **CONDENSED
        CONSOLIDATED STATEMENT OF OPERATIONS**
 **FOR
        THE THREE MONTHS ENDED MARCH 31, 2006**
 **(unaudited)**
 **REVENUES**Royalty
                  income
              
              $
              182,172Other
              
              
              84,992Total
                  Revenues
              
              $
              267,164**COSTS
                  AND EXPENSES**Research
                  and development
              
              
              476,396General
                  and administrative
              
              
              283,029Commitment
                  fee - Standby equity agreement
              
              
              1,787,940Depreciation
                  and amortization
              
              
              263,073Total
                  Costs and Expenses
              
              
              2,810,438**OPERATING
                  LOSS**
              
              
              (2,543,274
              )**Other
                  Income (Expense)**Interest
                  income
              
              
              8,380Interest
                  Expense
              
              
              (374,003
              )**NET
                  INCOME (LOSS)**
              
              $
              (2,908,897
              )Basic
                  and diluted net (loss) per common share
              
              $
              (.26
              )WEIGHTED
                  AVERAGE NUMBER OF COMMONSHARES
                  OUTSTANDING
              
              
              11,331,100The
                  accompanying notes are an integral part of these consolidated financial
                  statements.
 
  -
            4
            -
 *Table
            of Contents*
  **ULURU
        INC.**
 **CONDENSED
        CONSOLIDATED STATEMENT OF CASH FLOWS**
 **FOR
        THE THREE MONTHS ENDED MARCH 31, 2006**
 **(unaudited** **)**
 **OPERATING
                  ACTIVITIES :**Net
                  (loss) from operations
              
              $
              (2,908,897
              )**Adjustments
                  to reconcile net loss to net cash used in operating
                  activities:**Depreciation
                  and amortization
              
              
              263,073Commitment
                  fee - Standby equity agreement
              
              
              1,787,940Imputed
                  interest expense
              
              
              105,786**Change
                  in operating assets and liabilities**Accounts
                  receivable
              
              
              52,559Inventory
              
              
              (28,600
              )Prepaid
                  expenses
              
              
              13,267Deposits
              
              
              (19,129
              )Accounts
                  payable
              
              
              (112,065
              )Royalty
                  advance
              
              
              (159,258
              )Accrued
                  interest
              
              
              36,944Total
                  Adjustments
              
              
              1,940,517Net
                  Cash (Used) by Operating Activities
              
              
              (968,380
              )**INVESTING
                  ACTIVITIES :**Increase
                  in fixed assets
              
              
              (42,469
              )Cash
                  received in recapitalization of the company
              
              
              128,045Net
                  Cash Provided by Investing Activities
              
              
              85,576**FINANCING
                  ACTIVITIES :**Repayment
                  of note payable
              
              
              (11,833
              )Net
                  Cash (Used) by Financing Activities
              
              
              (11,833
              )**Net
                  (Decrease) in Cash**
              
              
              (894,637
              )Cash,
                  beginning of period
              
              
              1,610,357Cash,
                  end of period
              
              $
              715,719**Supplemental
                  Schedule of Noncash****Investing
                  and Financing Activities :**Non-monetary
                  net liabilities assumed in a recapitalization of the Company on
                  March 31,
                  2006.Liabilities
                  assumed
              
              $
              13,694,962Less
                  : Non-cash assets
              
              
              12,006,690Less
                  : Cash received in recapitalization
              
              
              128,045Total
                  non-monetary net liabilities assumed
              
              $
              1,560,227*OTHER
                  SUPPLEMENTAL INFORMATION*Cash
                  Paid for Interest
              
              $
              237,777The
                  accompanying notes are an integral part of these consolidated financial
                  statements.
 
 
  -
            5
            -
 *Table
            of Contents*
  
 **ULURU
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **FOR
        THE THREE MONTHS ENDED MARCH 31, 2006**
 **(unaudited)**
 
 
 **NOTE
        1.** **CONDENSED
        CONSOLIDATED FINANCIAL STATEMENTS**
 
 In
        the
        opinion of management, the accompanying unaudited condensed consolidated
        financial statements have been prepared in accordance with generally accepted
        accounting principles for interim financial information and with the
        instructions to Form 10-QSB. 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 management, all adjustments
        (consisting of normal recurring accruals) considered necessary for a fair
        presentation of the Company’s financial position as of March 31, 2006 and the
        results of its operations for the three months ended March 31, 2006 and cash
        flows for the three months ended March 31, 2006 have been made. Operating
        results for the three months ended March 31, 2006 are not necessarily indicative
        of the results that may be expected for the year ended December 31,
        2006.
 
 These
        condensed consolidated financial statements should be read in conjunction
        with
        the financial statements and notes thereto contained in the Company’s Definitive
        Information Statement on Schedule 14C filed March 1, 2006, and Form 10-KSB
        for
        the year ended December 31, 2005.
 
 
 **NOTE
        2. BASIS OF PRESENTATION**
 
 History
 
 ULURU
        Inc. (“ULURU”
        or the “Company”), formerly Oxford Ventures, Inc, Casinos of The World, Inc.,
        Clean Way Corporation, Trader Secrets.Com, and VOIP Technology, Inc. was
        in the
        development stage as defined in Financial Accounting Standards Board Statement
        No. 7 as of December 31, 2005. It is a Nevada corporation, formed on September
        17, 1987. From inception through March 31, 2006, it has had no substantial
        earned revenues from any planned operations.
 
 In
        December 2003, ULURU acquired technology in process of development in the
        entertainment industry from several persons in exchange for cash and a majority
        interest in the Company. During 2004 ULURU obtained additional financing,
        entered into a standby equity distribution agreement, and completed a
        registration statement on Form SB-2 on December 14, 2004.
 
 On
        October 12, 2005, ULURU entered into a merger agreement with ULURU Inc.,
        a
        Delaware corporation (“ULURU Delaware”) and Uluru Acquisition Corp., a
        wholly-owned Delaware subsidiary of ULURU formed on September 29, 2005. Under
        the terms of the agreement, Uluru Acquisition Corp. merged into ULURU Delaware,
        after ULURU Delaware had acquired the net assets of the topical component
        of
        Access Pharmaceuticals, Inc., under Section 368 (a) (1) (A) of the Internal
        Revenue Code, “ a statutory merger or consolidation”.
 
  -
            6
            -
 *Table
            of Contents*
  
 As
        a
        result of the merger, ULURU acquired all of the issued and outstanding shares
        of
        ULURU Delaware under a stock exchange transaction, and ULURU Delaware became
        a
        wholly-owned subsidiary of ULURU, its legal parent. However, for financial
        accounting and reporting purposes, ULURU Delaware is treated for accounting
        purposes as the acquirer and is consolidated with its legal parent, similar
        to
        the accounting treatment given in a recapitalization. For accounting
        presentation purposes only, ULURU’s net assets are treated as being acquired by
        ULURU Delaware at fair value as of the date of the stock exchange transaction,
        and the financial reporting thereafter will not be that of a development
        stage
        enterprise, since ULURU Delaware had substantial earned revenues from planned
        operations. Both companies have a December 31 year end.
 
 All
        intercompany transactions have been eliminated in the condensed consolidated
        financial presented herewith.
 
 On
        March
        29, 2006, ULURU filed a Certificate of Amendment to the Articles of
        Incorporation in Nevada.  This Certificate of Amendment authorized a
        400:1 reverse stock split to occur so that in exchange for every 400 outstanding
        shares of common stock that each shareholder had at the close of business
        on
        March 29, 2006, the shareholder would receive one share of common stock. 
As a result of this reverse stock split, ULURU’s issued and outstanding common
        stock was reduced from 340,396,081 pre-split shares of common stock to 851,011
        post-split shares which includes an additional 21 shares for fractional
        interests.  The Certificate of Amendment also authorized a decrease in
        authorized shares of common stock from 400,000,000 shares, par value $.001
        each,
        to 200,000,000, par value $.001 each, and authorized up to 20,000 shares
        of
        Preferred Stock, par value $.001.
 
 On
        March
        31, 2006, ULURU filed a Certificate of Amendment to the Articles of
        Incorporation in Nevada to change its name from “Oxford Ventures, Inc.” to
“ULURU INC.”.
 
 On
        March
        31, 2006, ULURU acquired, through its wholly-owned subsidiary (Uluru Acquisition
        Corporation) a 100% ownership interest in ULURU Delaware through a merger
        of
        ULURU Delaware into Uluru Acquisition Corporation. ULURU acquired ULURU Delaware
        in exchange for 11,000,000 shares of ULURU’s common stock. All securities issued
        pursuant to the merger are “restricted” stock and are subject to a two year
        Lock-up Agreement as well as all applicable re-sale restrictions specified
        by
        federal and state securities laws. The shareholders of ULURU immediately
        prior
        to the merger retained 851,011 shares of common stock.
 
 The
        aggregate amount of shares of common stock issuable to the shareholders of ULURU
        Delaware pursuant to the merger represented 92.8% of the issued and outstanding
        shares of ULURU’s common stock. Under the terms of the Agreement and Plan of
        Merger and Reorganization executed on October 12, 2005, the pre-merger
        stockholders of ULURU owned an aggregate of 7.2% of the issued and outstanding
        shares of ULURU’s common stock immediately after the merger.
 
 At
        the
        effective time of the Merger, the members of the ULURU Delaware Board of
        Directors holding office immediately prior to the merger became ULURU’s
        directors, and all persons holding offices of ULURU Delaware at the effective
        time, continue to hold the same offices of the surviving corporation.
        Simultaneously, ULURU’s directors and officers immediately prior to the closing
        of the Merger resigned from all of their respective positions with
        ULURU.
 
  -
            7
            -
 *Table
            of Contents*
  
 **NOTE
        3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**
 
 Use
        of
        Estimates in the Preparation of Consolidated Financial
        Statements
 
 The
        preparation of consolidated financial statements in conformity with accounting
        principles generally accepted in the United States of America requires
        management to make estimates and assumptions that affect the reported amounts
        of
        assets and liabilities, the disclosure of contingent assets and liabilities
        at
        the date of the consolidated financial statements and the reported amounts
        of
        revenues and expenses during the reporting periods. Actual results could
        differ
        from those estimates and assumptions. These differences are usually minor
        and
        are included in our consolidated financial statements as soon as they are
        known.
        ULURU’s estimates, judgments, and assumptions are continually evaluated based on
        available information and experience. Because of the use of estimates inherent
        in the financial reporting process, actual results could differ from those
        estimates.
 
 Cash
        Equivalents
 
 The
        Company considers all highly liquid investments with the original maturities
        of
        three months or less to be cash equivalents.
 
 Concentrations
        of credit risk
 
 The
        Company is subject to concentrations of credit risk on their temporary cash
        investments due to the use of a limited number of banking institutions. The
        Company mitigates this risk by placing temporary cash investments with major
        financial institutions, which have all been accorded high ratings by primary
        rating agencies
 
 Loss
        per Common Share
 
 Basic
        loss per common share is calculated based upon the weighted average number
        of
        common shares outstanding during the period in accordance with the Statement
        of
        Financial Accounting Standards Statement No. 128, “Earnings per Share” after
        giving effect to all stock splits including the 400 for 1 reverse stock split
        approved by the Company’s stockholders on March 29, 2006.
 
 Income
        Taxes
 
 ULURU
        uses the liability method of accounting for income taxes pursuant to Statement
        of Financial Accounting Standards Board Opinion No. 109. Under this method,
        deferred income taxes are recorded to reflect the tax consequences in future
        periods of temporary differences between the tax basis of assets and liabilities
        and their financial statement amounts at year-end.
 
 Revenue
        recognition
 
 The
        Company recognizes revenue from license payments not tied to achieving a
        specific performance milestone ratably over the period over which the Company
        is
        obligated to perform services. The period over which the Company is obligated
        to
        perform services is estimated based on available facts and circumstances.
        Determination of any alteration of the performance period normally indicated
        by
        the terms of such agreements involves judgment on management’s
        part.
 
  -
            8
            -
 *Table
            of Contents*
  
 The
        Company recognizes revenue from performance payments, when such performance
        is
        substantially in the Company’s control and when the Company believes that
        completion of such performance is reasonably probable, ratably over the period
        over which the Company estimates that it will perform such performance
        obligations.
 
 Substantive
        at-risk milestone payments, which are based on achieving a specific performance
        milestone when performance of such milestone is contingent on performance
        by
        others or for which achievement cannot be reasonably estimated or assured,
        are
        recognized as revenue when the milestone is achieved and the related payment
        is
        due, provided that there is no substantial future service obligation associated
        with the milestone.
 
 Revenue
        in connection with license arrangements is recognized over the term of the
        arrangement and is limited to payments collected or due and reasonably assured
        of collection. In circumstances where the arrangement includes a refund
        provision, the Company defers revenue recognition until the refund condition
        is
        no longer applicable unless, in the Company’s judgment, the refund circumstances
        are within its operating control and unlikely to occur.
 
 The
        Company recognizes revenue and related costs from the sale of its products
        at
        the time the products are shipped to the customer.
 
 Sponsorship
        income has no significant associated costs since it is being paid only for
        information pertaining to a specific research and development project in
        which
        the sponsor may become interested in acquiring products developed thereby.
 
 Payments
        received in advance of being recognized as revenue are deferred. Contract
        amounts are not recognized as revenue until the customer accepts or verifies
        the
        research results.
 
 Property
        and Equipment
 
 Property
        and equipment are recorded at cost. Depreciation is provided over the estimated
        useful lives of the related assets using the straight-line method. Estimated
        useful lives for property and equipment categories are as follows:
 
 Furniture
                  , fixtures, and laboratory equipment
              7
                  yearsComputer
                  and office equipment
              5
                  yearsComputer
                  software
              3
                  yearsLeasehold
                  improvements
              Lease
                  term
 
 Deferred
        Charge
 
 From
        time
        to time fees are payable to the Federal Drug Administration in connection
        with
        new drug applications submitted by ULURU. Such fees are considered deferred
        charges since they are not recoverable unless the related drug is accepted
        and
        approved by the FDA for use or sale by ULURU to the general public. Such
        fees
        are being amortized ratably over the period of 12 months beginning with the
        month such fees were paid.
 
  -
            9
            -
 *Table
            of Contents*
  
 Patents
        and Applications
 
 We
        expense internal patent and application costs as incurred because, even though
        we believe the patents and underlying processes have continuing value, the
        amount of future benefits to be derived therefrom are uncertain. Purchased
        patents are capitalized and amortized over the life of the patent.
 
 Allowance
        for Doubtful Accounts
 
 ULURU
        estimates the collectibility of its trade accounts receivable. In order to
        assess the collectibility of these receivables, ULURU monitors the current
        creditworthiness of each customer and analyzes the balances aged beyond the
        customer’s credit terms. Theses evaluations may indicate a situation in which a
        certain customer cannot meet its financial obligations due to deterioration
        of
        its financial viability, credit ratings or bankruptcy. The allowance
        requirements are based on current facts and are reevaluated and adjusted
        as
        additional information is received. Trade accounts receivable are subject
        to an
        allowance for collection when it is probable that the balance will not be
        collected. As of March 31, 2006, no allowance for collectibility was
        needed.
 
 Research
        and Development Expenses
 
 Pursuant
        to SFAS No. 2, *“Accounting
        for Research and Development Costs,”* our
        research and development costs are expensed as incurred. Research and
        development expenses include, but are not limited to, payroll and related
        expense, lab supplies, preclinical, development cost, clinical trial expense,
        outside manufacturing and consulting expense. The cost of materials and
        equipment or facilities that are acquired for research and development
        activities and that have alternative future uses are capitalized when acquired.
        As of March 31, 2006, there were no such capitalized materials, equipment
        or
        facilities.
 
 Inventory
 
 Raw
        materials and finished goods inventories are directly attributable to the
        Business. Inventories are stated at the lower of cost or market value. Raw
        material inventory cost is determined on the first-in, first-out method.
        Costs
        of finished goods are determined by an actual cost method.
 
 
 **NOTE
        4. GOING CONCERN**
 
 ULURU’s
        consolidated financial statements have been presented on the basis that it
        is a
        going concern, which contemplates the realization of assets and the satisfaction
        of liabilities in the normal course of business. It has sustained operating
        losses since inception and has a deficit in working capital and stockholders’
equity. ULURU’s ability to continue in existence is dependent on its ability to
        develop additional sources of capital and/or achieve profitable
        operations.
 
 Management’s
        plans in regard to achieving profitable operations will take time and involve
        commercializing products for advancing topical delivery, wound management,
        burn
        care and plastic surgery. The Company’s efforts are in the development of novel
        topically applied therapeutics based primarily on the adaptation of existing
        therapeutic agents using its proprietary drug delivery platforms to improve
        clinical outcomes.
 
  -
            10
            -
 *Table
            of Contents*
  We
        believe that our products that require extensive sales efforts directed both
        at
        the consumer and the general practitioner can only compete successfully if
        marketed by a company having expertise and a strong presence in the therapeutic
        area or in direct to consumer marketing. Consequently, our business model
        is to
        form strategic alliances with major or regional pharmaceutical companies
        for
        products to compete in these markets. Management believes that our development
        risks should be minimized and that the technology potentially could be more
        rapidly developed and successfully introduced into the marketplace by adopting
        this strategy.
 
 The
        Company plans to establish a sales and marketing organization to commercialize
        our wound management, burn care, and plastic surgery products. The Company
        believes that a small dedicated sales and marketing organization can effectively
        commercialize our products. To achieve this objective, ULURU plans on acquiring
        additional complimentary wound management and plastic surgery products. We
        plan
        to add additional products to our existing portfolio through the addition
        of
        numerous wound management compounds to our nanoparticle aggregate
        dressing.
 
 We
        plan
        in the near term to file a registration statement with the Securities and
        Exchange Commission to enable us to finance our business plan.
 
 The
        accompanying consolidated financial statements do not include any adjustments
        that might result from the outcome of this uncertainty.
 
 
 **NOTE
        5. RELATED PARTY TRANSACTIONS**
 
 On
        January 9, 2006 ULURU Delaware remitted $230,556 to Uluru in payment of its
        interest obligation to ULURU, which included payments due as of November
        12 and
        December 12, 2005. There were no principal payments on related party loans
        during the first quarter 2006.
 
 
 **NOTE
        6. INVENTORY**
 
 A
        summary
        of inventory as of March 31, 2006 follows:
 
 **Net
                  Book Value**Inventory
                  - Amlexanox (Raw Material)
              
              $
              77,710Inventory
                  - Work in Progress (Aphthasol)
              
              
              37,509Total
              
              $
              115,219
 
 
 **NOTE
        7. PREPAID EXPENSES**
 
 A
        summary
        of prepaid expenses as of March 31, 2006 follows:
 
 **Net
                  Book Value**Insurance
                  (Property, Liability, Auto)
              
              $
              44,699Insurance
                  (Medical)
              
              
              10,090Research
                  & Development
              
              
              153,098Total
              
              $
              207,887
 
  -
            11
            -
 *Table
            of Contents*
  
 **NOTE
        8. PROPERTY AND EQUIPMENT**
 
 A
        summary
        of property and equipment as of March 31, 2006 follows:
 
 **Cost**
              
              
              **Accumulated
                  Depreciation and Amortization**
              
              
              **Net
                  Book Value**Furniture
                  and laboratory equipment
              
              $
              399,011
              
              $
              27,022
              
              $
              371,989Computer
                  and office equipment
              
              
              31,500
              
              
              2,037
              
              
              29,463Computer
                  software
              
              
              4,108
              
              
              114
              
              
              3,994Leasehold
                  improvements
              
              
              5,412
              
              
              ---
              
              
              5,412Total
              
              $
              440,031
              
              $
              29,173
              
              $
              410,858
 
 
 **NOTE
        9. PATENTS AND LICENSING RIGHTS**
 
 On
        October 11, 2005 the Company purchased certain patents and licensing rights
        from
        Access Pharmaceuticals Inc. As part of the asset purchase, the Company assigned
        certain values to each intangible asset based upon expected future earning
        for
        each technology taking into consideration criteria such as patent life, approved
        products for sale, the existence of marketing, manufacturing, and distribution
        agreements, and development costs.
 
 The
        Company derived each asset value based on expected cash flows from each
        technology over an 8 year period, using the aforementioned criteria as well
        as
        varying valuation multiples for determining a terminal value and varying
        discount rates for risk tolerance. All of these criteria are typically used
        for
        valuation analyses within the pharmaceutical industry. Synopses for each
        technology valuation are as follows:
 
 **ZINDACLIN**·Approved
                  product (Residerm)·Manufacturing,
                  distribution, and marketing agreement with ProStrakan Ltd that
                  includes
                  world-wide territory (except United States). Not currently marketed
                  in
                  United States.·Patent
                  expires in 11/28/2020Net
                  Present Value Discount
              15.0
                  %Value
                  Assigned
              $
                  1,921,701**AMLEXANOX
                  (Aphthasol)**·Approved
                  product (Aphthasol)·Manufacturing,
                  distribution, and marketing agreement with various partners for
                  territories to include United Kingdom, Ireland, Europe, Middle
                  East, and
                  Far East. Discus Dental has territorial rights for the United
                  States.·Patent
                  expires in 11/08/2011Net
                  Present Value Discount
              35.0
                  %Value
                  Assigned
              $
                  1,801,595**AMLEXANOX
                  (OraDisc A)**·Approved
                  product (OraDisc A)·Manufacturing
                  process current in final phase of development.·Distribution
                  and marketing agreements with various partners for territories
                  to include
                  United Kingdom, Ireland, Europe, Middle East and Far East. Discus
                  Dental
                  has the territorial rights for the United States.·Patent
                  expires in 08/16/2021Net
                  Present Value Discount
              35.0
                  %Value
                  Assigned
              $
                  8,647,656**ORA
                  DISC**·No
                  approved products (excluding OraDisc A)·Developing
                  applications for commercialization of various products using technology
                  are ongoing.·Patent
                  expires in 08/16/2021Net
                  Present Value Discount
              50.0
                  %Value
                  Assigned
              $
                  144,128**HYDROGEL
                  NANOPARTICLE AGGREGATE**·No
                  approved products·Research
                  and development for commercialization of various products using
                  technology
                  are ongoing.·Patent
                  and licensing rights expire in 11/06/2022Net
                  Present Value Discount
              50.0
                  %Value
                  Assigned
              $
                  500,000
 
  -
            12
            -
 *Table
            of Contents*
  
 A
        summary
        of patents and licensing rights as of March 31, 2006 follows:
  **Cost**
              
              **Accumulated
                  Amortization**
              
              **Net
                  Book Value****PATENTS**Zindaclin
              
              $
              1,921,701
              
              $
              60,856
              
              $
              1,860,845Amlexanox
                  (Aphthasol)
              
              
              1,801,595
              
              
              142,145
              
              
              1,659,450Amlexanox
                  (OraDisc A)
              
              
              8,647,656
              
              
              261,507
              
              
              8,386,149OraDisc
              
              
              144,128
              
              
              4,358
              
              
              139,770Total
                  Patents
              
              $
              12,515,080
              
              $
              468,866
              
              $
              12,046,214**LICENSING
                  RIGHTS**Hydrogel
                  Nanoparticle Aggregate
              
              $
              500,000
              
              $
              14,035
              
              $
              485,965
 
 
 **NOTE
        10. DEFERRED FINANCING COSTS**
 
 On
        October 12, 2005 the Company incurred loan costs of $1,320,000 which are
        being
        amortized ratably over the two year term of the notes payable. A summary
        of the
        deferred financing costs as of March 31, 2006 follows:
 **Loan
                  Costs**
              
              **Accumulated
                  Amortization**
              
              **Net
                  Book Value**Convertible
                  debenture - Prenox LLC
              
              $
              1,000,000
              
              $
              232,877
              
              $
              767,123Convertible
                  debenture - Highgate House
              
              
              320,000
              
              
              74,521
              
              
              245,479Total
              
              $
              1,320,000
              
              $
              307,398
              
              $
              1,012,602
 
 
 **NOTE
        11. STOCKHOLDERS’ EQUITY**
 
 Reverse
        Stock Split
 
 On
        March
        29, 2006, the Company amended its articles of incorporation to implement
        a 400
        for 1 reverse stock split, a decrease in the authorized shares of common
        stock
        to 200 million from 400 million, and the authorization of up to 20,000 shares
        of
        Preferred stock, par value $.001 per share. Accordingly, all shares referred
        to
        in the accompanying consolidated financial statements and included in these
        Notes give retroactive effect to this authorization.
 
 
 **NOTE
        12. INCOME TAXES**
 
 There
        was
        no current federal tax provision or benefit recorded for any period since
        inception, nor were there any recorded deferred income tax assets, as such
        amounts were completely offset by valuation allowances.
 
  -
            13
            -
 *Table
            of Contents*
  
 **NOTE
        13. THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS**
 
 Stock-Based
        Compensation
 
 Effective
        January 1, 2006, the Company adopted the fair value recognition provisions
        of SFAS 123R, *Share-Based
        Payments* (“SFAS
        No. 123(R)”), which is a revision of SFAS No. 123.
 
 The
        value
        of each employee stock option granted is estimated on the grant date under
        the
        fair value method using the Black-Scholes option pricing model. For options
        granted after January 1, 2006, the Company amortizes the fair value on a
        straight-line basis. All options are amortized over the requisite service
        period
        of the awards, which are generally the vesting periods
 
 There
        were no employee stock options granted during the three months ended
        March 31, 2006.
 
 Stock-based
        awards issued to non-employees are accounted for using the fair value method
        and
        are remeasured to fair value at each period end until the earlier of the
        date
        that performance by the non-employee is complete or a performance commitment
        has
        been obtained. The fair value of each award to non-employees is estimated
        using
        the Black-Scholes option pricing model.
 
 There
        were no non-employee stock options granted during the three months ended
        March
        31, 2006.
 
 
 **NOTE
        14. COMMITMENTS AND CONTINGENCIES**
 
 Legal
        Proceedings
 
 On
        June
        29, 2004, a complaint was filed against ULURU in the County Court, Denver
        County, Colorado. The complaint alleges that ULURU used a telephone facsimile
        machine, computer or other device to send unsolicited advertisements to the
        facsimile machine of Cache Valley Electric without having obtained the prior
        express permission or invitation to do so. The plaintiff in the action seeks
        recovery of up to $15,000. ULURU filed an answer to the complaint on July
        29,
        2004, and does not believe that the complaint has merit. No further action
        has
        been taken by either party as of March 31, 2006.
 
 On
        January 31, 2005, a Default Judgment for $57,144 was filed against ULURU
        in the
        Superior Court of Maricopa County, Arizona. The judgment was for the benefit
        of
        TGR Properties, LLC, for damages that have been incurred as a result of the
        premature termination of the operating lease of the facilities in Mesa, Arizona.
        As of April 28, 2006, the balance due on this judgment is $122,406, which
        is
        included in accounts payable as of March 31 2006, includes post judgment
        legal
        fees, interest and collection costs.
 
  -
            14
            -
 *Table
            of Contents*
  
 **NOTE
        15. ASSET PURCHASE OBLIGATIONS**
 
 As
        part
        of the asset purchase from Access Pharmaceuticals, Inc. (“Access”) on October
        11, 2005, the Company paid to Access $8,700,000 on October 11, 2005 and is
        obligated to pay Access $3,700,000 on October 11, 2006 and $1,000,000 on
        October
        11, 2007, along with certain milestone payments based upon future events
        which
        may or may not occur. Pursuant to the terms of the Asset Purchase Agreement
        by
        the Company and Access none of the future payment obligations to Access have
        any
        interest accrual. For financial statement presentation, the Company has applied
        APB 21, *Interest
        on Receivables and Payables* ,
        and
        calculated imputed interest, at 10% per annum, on the future payment
        obligations. A summary of the asset purchase obligations as of March 31,
        2006
        follows:
 **Gross
                  Asset Purchase Obligations**
              
              
              **Imputed
                  Interest**
              
              
              **Net
                  Asset Purchase Obligations**Asset
                  Purchase Obligation (Due 10/12/2006)
              
              $
              3,700,000
              
              $
              179,939
              
              $
              3,520,061Asset
                  Purchase Obligation (Due 10/12/2007)
              
              
              1,000,000
              
              
              133,196
              
              
              866,804Total
              
              $
              4,700,000
              
              $
              313,135
              
              $
              4,386,865Less
                  : current portion
              
              
              3,700,000
              
              
              179,939
              
              
              3,520,061Total
                  Asset Purchase Obligation (Long-Term)
              
              $
              1,000,000
              
              $
              133,196
              
              $
              866,804
 
 
 **NOTE
        16. DEBT AND EQUITY FINANCING**
 
 On
        October 12, 2005, the Company entered in a Securities Purchase Agreement
        to
        issue secured convertible debentures to Highgate House Funds, Ltd. and Prenox,
        LLC in an amount of up to $15,000,000 and to issue Highgate and Prenox warrants
        for up to 5 million shares (post-split) of ULURU’s common stock for a period of
        five years with an exercise price of $.01(post-split).
 
 Also
        on
        October 12, 2005, ULURU issued a $10,000,000 secured convertible debenture
        to
        Prenox and a $3,000,000 secured convertible debenture (together, the
        "Debentures") to Highgate as well as the Warrants. ULURU used the majority
        of
        the proceeds from the Debentures to extend a loan, described below, to ULURU
        Delaware. The shares underlying the Warrants shall be included on a registration
        statement, described below, to be filed by ULURU with the Securities and
        Exchange Commission. In exchange for the purchase of the Debentures, ULURU
        granted Highgate and Prenox a security interest in all of its assets, including
        any assets ULURU acquires while the Debentures are outstanding, and has agreed
        to issue shares of common stock in an amount equal to five times the gross
        proceeds of the Debentures to be held in escrow in the event of a default
        under
        the Debentures (the "Escrow Shares").
 
 The
        Debentures have a term of two years from the date of issuance and bear an
        interest rate of ten percent per annum, compounded monthly. ULURU may redeem
        the
        Debentures at any time prior to their maturity at a price equal to 120% of
        the
        face amount redeemed plus any accrued interest. Highgate and Prenox may at
        their
        option convert all or some of the Debentures plus any accrued and unpaid
        interest into shares of ULURU’s common stock at the price of $1.50 per share
        which is not considered to be a beneficial conversion feature.
 
  -
            15
            -
 *Table
            of Contents*
  
 On
        October 12, 2005, ULURU entered into a Bridge Loan and Control Share and
        Pledge
        Security Agreement, (the "Bridge Loan Agreement") with ULURU Delaware and
        its
        president. Pursuant to the Bridge Loan Agreement, ULURU loaned ULURU Delaware
        $10,700,000 in exchange for a secured debenture. In addition to granting
        the
        ULURU Delaware Debenture, ULURU Delaware granted a security interest in its
        assets to ULURU and the president pledged ULURU Delaware shares representing
        54.5% of ULURU Delaware’s capital stock to ULURU. To entice Highgate and Prenox
        to enter into the Securities Purchase Agreement, ULURU assigned the Security
        Interest and the Pledged Shares to Prenox and Highgate pursuant to a Collateral
        Assignment Agreement entered into between ULURU, Highgate and
        Prenox.
 
 A
        summary
        of the Notes Payable and Accrued Interest, as of March 31, 2006,
        follows:
 **Note
                  Payable**
              
              
              **Accrued
                  Interest**Note
                  Payable - Prenox LLC
              
              $
              10,000,025
              
              $
              249,155Note
                  Payable - Highgate House
              
              
              3,000,000
              
              
              143,913Note
                  Payable - Malvern Financial (Equipment)
              
              
              12,804
              
              
              -0-Total
              
              $
              13,012,829
              
              $
              393,068
 
 
 **NOTE
        17. STANDBY EQUITY DISTRIBUTION AGREEMENT**
 
 On
        October 12, 2005, the Company entered into a new Standby Equity Distribution
        Agreement ("SEDA") with Cornell Capital Partners, LP (Cornell). Under the
        SEDA,
        Cornell committed to purchase over the course of two years from the date
        of the
        effectiveness of a registration statement described below up to $30,000,000
        of
        the Registrant's common stock in increments of up to $1,000,000 (each such
        increment, an "Advance"). The purchase price for this common stock shall
        be 97%
        of the lowest daily volume weighted average price of the common stock during
        the
        five consecutive trading days after notice is given requesting an
        Advance.
 
 The
        Company has agreed to file a registration statement with the Securities and
        Exchange Commission to register the resale of the Company’s common stock issued
        to Cornell pursuant to the SEDA. The registration statement shall also include
        the shares of common stock underlying the Warrants and the Escrow Shares.
        The
        Company is required to continuously maintain the effectiveness of the
        registration statement for a period of twenty four (24) months after its
        effective date.
 
 The
        Company authorized for issuance at the time of the completion of the
        recapitalization and merger with ULURU Delaware 993,300 (post-split) shares
        of
        its common stock as a commitment fee to Cornell, valued at $1.80 per share
        for a
        total of $1,787,940, which was classified as an expense in the accompanying
        condensed consolidated financial statements for the quarter ended March 31,
        2006.
 
  -
            16
            -
 *Table
            of Contents*
  
 **NOTE
        18. ESCROW ACCOUNT**
 
 An
        unrestricted escrow account was established for the net proceeds obtained
        from
        the 13 million dollars of debt financing provided to ULURU on October 12,
        2005,
        most of which was used as a loan to ULURU Delaware. As of March 31, 2006
        there
        was $128,045 in the account.
 
 
 **NOTE
        19. 2006 EQUITY INCENTIVE PLAN**
 
 On
        March
        31, 2006, ULURU adopted the 2006 Equity Incentive Plan. Under the plan, up
        to
        2,000,000 shares of ULURU common stock may be issued. Some awards under the
        plan
        may link future payments to the awardee to the future value of a specified
        number of shares of common stock. The number of shares used for reference
        purposes in connection with these awards will be considered "delivered" for
        purposes of computing the maximum number of shares that may be delivered
        under
        the plan. If an award under the plan terminates without the shares subject
        thereto being delivered, the shares subject to such award will thereafter
        be
        available for further awards under the plan. All directors, officers, employees
        and non-employee service providers of ULURU are eligible to participate in
        the
        plan. No awards were made under this plan as of March 31, 2006.
 
 
 **NOTE
        20. EMPLOYMENT AGREEMENTS**
 
 ULURU
        assumed, on March 31, 2006, three existing employment agreements (“Agreements”)
        between ULURU Delaware and certain key executives. The term of the agreement
        for
        the Chief Executive Officer is for three years with automatic annual renewal
        unless notice is provided by ULURU. The other two agreements have an initial
        term of one year with automatic annual renewals unless notice is provided
        by
        ULURU. The Agreements provide for compensation, incentives, and benefits
        that
        are commensurate with similar positions within the pharmaceutical
        industry.
 
 
 **NOTE
        21. LEASE OBLIGATION**
 
 On
        January 31, 2006 the ULURU Delaware entered into a lease agreement for office
        and laboratory space in Addison, Texas. The monthly lease obligation of
        $9,034.53 commenced on April 1, 2006 and continues for eighty four (84)
        months.
 
 Calendar
                  Years
              
              Future
                  Lease Expense2006
              
              $
              81,3112007
              
              
              108,4142008
              
              
              108,4142009
              
              
              108,4142010
              
              
              108,4142011
                  & Beyond
              
              
              243,934Total
              
              $
              758,901
 
  -
            17
            -
 *Table
            of Contents*
  **ITEM
        2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND PLAN OF OPERATION**
 
 *This
        Quarterly Report on Form 10-QSB contains certain statements that are
        forward-looking within the meaning of Section 27a of the Securities Act of
        1933,
        as amended, and Section 21E of the Securities and Exchange Act of 1934, as
        amended, and that involve risks and uncertainties, including, but not limited
        to
        the uncertainties associated with research and development activities, clinical
        trials, our ability to raise capital, our ability to repay our outstanding
        debt
        obligations, the timing of and our ability to achieve regulatory approvals,
        dependence on others to market our licensed products, collaborations, future
        cash flow, the timing and receipt of licensing and milestone revenues, our
        ability to achieve licensing and milestone revenues, the future success of
        our
        marketed products and products in development, our ability to achieve licensing
        milestones and other risks described below as well as those discussed elsewhere
        in this Form 10-QSB, documents incorporated by reference and other documents
        and
        reports that we file periodically with the Securities and Exchange Commission
        including our Form 10-KSB for the period ended December 31, 2005.
        Forward-looking statements contained in this Form 10-QSB include, but are
        not
        limited to those relating to anticipated product approvals and timing thereof,
        the terms of future licensing arrangements, our ability to secure additional
        financing for our operations, our ability to repay our outstanding debt
        obligations, our ability to fund our operations through December 31, 2006
        with
        our current cash reserves and without accessing our SEDA, and our expected
        capital expenditures.*
 
 Business
 
 ULURU
        Inc. (ULURU) is a Nevada corporation. We are an emerging pharmaceutical company
        focused on establishing a market leadership position in the development of
        wound
        management, plastic surgery and oral care products utilizing innovative drug
        delivery solutions to improve the clinical outcome of patients and provide
        a
        pharmacoeconomic benefit to healthcare providers. The first step in achieving
        this objective was the acquisition of the topical business component of Access
        Pharmaceuticals, Inc. which was completed on October 12, 2005. This acquisition
        resulted in the Company acquiring Aphthasol®, Zindaclin® and the Mucoadhesive
        Film technology and a fully paid exclusive worldwide license to the Nanoparticle
        Aggregate technology for all applications excluding injectable drug delivery
        devices. Utilizing this technology, three products have been approved for
        marketing in various global markets. In addition, numerous products are under
        development utilizing our Mucoadhesive Film and Nanoparticle Aggregate
        technologies.
 
 Recent
        Developments
 
 On
        May 3,
        2006 the Company entered a Research Collaboration and Option Agreement with
        Dexo
        Biopharm Limited a subsidiary of BioProgress Plc. The objective of the
        collaboration is to develop a specified anti-emetic for the treatment of
        emesis
        utilizing our mucoadhesive film, OraDisc, and Dexo Biopharm Limited’s Instant
        Release Film technology. Under the terms of the collaboration the companies
        will
        share the development expense and the future revenues.
 
  -
            18
            -
 *Table
            of Contents*
  
 Other
        Key Developments
 
 On
        October 12, 2005 the Company entered into a Securities Purchase Agreement
        to
        issue Secured Convertible Debentures to Prenox, LLC and Highgate House Funds,
        Limited in an amount of up to $15,000,000. Under the Securities Purchase
        Agreement on October 12, 2005 the Company issued a $10,000,000 secured
        convertible debenture to Prenox, LLC (“Prenox”) and a $3,000,000 secured
        convertible debenture to Highgate House Funds, Ltd. (“Highgate”) as well as
        Warrants to purchase up to 5,000,000 shares of the company for a period of
        5
        years with an exercise price of $0.01. The shares underlying the Debentures
        and
        Warrants shall be included on a registration statement to be filed by the
        company with the Securities and Exchange Commission. In exchange for the
        purchase of the Debentures, the Company granted Prenox and Highgate a security
        interest in all of its assets, including any assets the Company acquires
        while
        the Debentures are outstanding. The sale of the Debentures and Warrants was
        made
        under Section 4(2) of the Securities Act of 1933.
 
 The
        Debentures have a term of two years from the date of issuance and bear an
        interest rate of ten percent per annum, compounded monthly. The company may
        redeem the Debentures at any time prior to their maturity at a price equal
        to
        120% of the face amount redeemed plus any accrued interest. Prenox and Highgate
        may at their option convert all or some of the Debenture plus any accrued
        and
        unpaid interest into shares of the Company’s common stock at the price of $1.50
        per share.
 
 Also,
        on
        October 12, 2005 the Company entered into a Standby Equity Distribution
        Agreement (“SEDA”) with Cornell Capital Partners, LP. Under the SEDA, Cornell
        committed to purchase over the course of two years from the date of the
        effectiveness of a registration statement up to $30,000,000 of the Company’s
        common stock in increments up to $1,000,000.
 
 We
        were
        founded in Nevada in 1987 as Casinos of the World, Inc. In 1993 the Company’s
        name was changed to Clean Way Corporation, further changing its name to
        Trader.Secrets.com, Inc. in 1999, VOIP Technology, Inc. in 2000 and ultimately
        ULURU Ventures, Inc. in 2002. In 2006 we merged with ULURU Inc. a private
        Delaware Corporation, and changed our name to ULURU Inc. Our principal executive
        office is located at 4452 Beltway Drive, Addison TX 75001. Our telephone
        number
        is (214) 905-5145.
 
 Employees
 
 As
        of
        March 31, 2006, we have 10 full-time and 3 part-time employees. Of these
        employees, 8 are directly engaged in or directly support research and
        development activities of which 5 have advanced scientific degrees, two directly
        support commercial and business development activities and 2 are in
        administrative positions. Our employees are not represented by a labor union
        and
        are not covered by a collective bargaining agreement. Management believes
        that
        we maintain good relations with our personnel. We compliment our internal
        expertise with external scientific consultants, university research laboratories
        and contract manufacturing organizations that specialize in various aspects
        of
        drug development including clinical development, regulatory affairs, toxicology,
        preclinical testing and process scale-up.
 
  -
            19
            -
 *Table
            of Contents*
  
 Web
        Availability
 
 We
        make
        available free of charge through our web site, www.uluruinc.com ,
        our
        annual reports on Form 10-KSB and other reports required under the Securities
        and Exchange Act of 1934, as amended, as soon as reasonably practicable after
        such reports are filed with, or furnished to, the Securities and Exchange
        Commission as well as certain of our corporate governance policies, including
        the charters for the Board of Director’s corporate governance committees and our
        code of ethics, corporate governance guidelines and whistleblower policy.
        We
        will provide to any person without charge, upon request, a copy of any of
        the
        foregoing materials. Any such request must be made in writing to ULURU Inc.,
        4452 Beltway Drive Addison, TX 75001 attn: Investor Relations.
 
 
 LIQUIDITY
        AND CAPITAL RESOURCES
 
 We
        have
        funded our operations primarily through private sales of convertible debentures
        and our principal source of liquidity is cash and cash equivalents. Contract
        research, products sales, royalty payments, licensing fees and milestone
        payments from corporate alliances have, and are expected in the future to,
        also
        provide funding for operations. As of March 31, 2006 our cash and cash
        equivalents and short-term investments were $715,719 and our working capital
        (current assets less current liabilities) was ($3,890,172). Our working capital
        at March 31, 2006 represented a decrease of $1,011,780 compared to our working
        capital as of December 31, 2005 of ($2,878,392). The decrease in working
        capital
        was primarily due to the loss from operations for the three months ended
        March
        31, 2006.
 
 As
        of
        March 31, 2006 the company did not have enough capital to achieve it’s near,
        medium or long-term goals. The available cash together with the $2 million
        the
        company is entitle to receive upon the effectiveness of a registration statement
        are expected to be sufficient to fund operation through December 31, 2006
        assuming no access to the SEDA or additional financings. We plan to access
        the
        SEDA and /or have additional financings in 2006.
 
 As
        part
        of the asset purchase from Access Pharmaceuticals, Inc. (“Access”) on October
        11, 2005, the Company paid to Access $8,700,000 on October 11, 2005 and is
        obligated to pay Access $3,700,000 on October 11, 2006 and $1,000,000 on
        October
        11, 2007, along with certain milestone payments based upon future events
        which
        may or may not. Pursuant to the terms of the Asset Purchase Agreement by
        the
        Company and Access none of the future payment obligations to Access have
        any
        interest accrual.
 
 On
        October 12, 2005 the Company entered into a Securities Purchase Agreement
        to
        issue Secured Convertible Debentures to Prenox, LLC and Highgate House Funds,
        Limited in an amount of up to $15,000,000. Under the Securities Purchase
        Agreement on October 12, 2005 the Company issued a $10,000,000 secured
        convertible debenture to Prenox, LLC (“Prenox”) and a $3,000,000 secured
        convertible debenture to Highgate House Funds, Ltd. (“Highgate”) as well as
        Warrants to purchase up to 5,000,000 shares of the company for a period of
        5
        years with an exercise price of $0.01. The shares underlying the Debentures
        and
        Warrants shall be included on a registration statement to be filed by the
        company with the Securities and Exchange Commission. In exchange for the
        purchase of the Debentures, the Company granted Prenox and Highgate a security
        interest in all of its assets, including any assets the Company acquires
        while
        the Debentures are outstanding. The sale of the Debentures and Warrants was
        made
        under Section 4(2) of the Securities Act of 1933.
  -
            20
            -
 *Table
            of Contents*
  
 
 The
        Debentures have a term of two years from the date of issuance and bear an
        interest rate of ten percent per annum, compounded monthly. The company may
        redeem the Debentures at any time prior to their maturity at a price equal
        to
        120% of the face amount redeemed plus any accrued interest. Prenox and Highgate
        may at their option convert all or some of the Debenture plus any accrued
        and
        unpaid interest into shares of the Company’s common stock at the price of $1.50
        per share.
 
 Also,
        on
        October 12, 2005 the Company entered into a Standby Equity Distribution
        Agreement (“SEDA”) with Cornell Capital Partners, LP. Under the SEDA, Cornell
        committed to purchase over the course of two years from the date of the
        effectiveness of a registration statement up to $30,000,000 of the Company’s
        common stock in increments up to $1,000,000.
 
 Since
        our
        inception we have incurred negative cash flow from operations and anticipate
        for
        the balance of 2006 to continue to expend funds to advance our product
        developments, license additional products and establish a sales and marketing
        operation to commercialize our wound care products. Our expenses have exceeded
        our revenue, resulting in an accumulated deficit as of March 31, 2006 of
        ($3,665,159). We expect that our existing capital resources (including $2
        million expected to be received upon the effectiveness of a registration
        statement) and funds available under the Securities Purchase Agreement will
        be
        adequate to fund our operations through 2006, assuming no access to the SEDA
        or
        additional financings. We plan to access the SEDA and/or have additional
        financings. We cannot assure investors that we will be able to raise additional
        capital, access the SEDA or that we will be able to generate significant
        product
        revenue or achieve or sustain profitability.
 
 Our
        future capital requirements and adequacy of available funds will depend on
        many
        factors including:
 
 ·Our
                  ability to raise financing in order to continue our
                  operations·The
                  ability to successfully commercialize our wound management and
                  burn care
                  products and the market acceptance of these products·The
                  ability to establish and maintain collaborative arrangements with
                  corporate partners for the research, development and commercialization
                  of
                  certain product opportunities·Continued
                  scientific progress in our development programs·The
                  costs involved in filing, prosecuting and enforcing patent
                  claims·Competing
                  technological developments·The
                  cost of manufacturing and production scale-up·Successful
                  regulatory filings·The
                  ability to convert, repay or restructure our outstanding convertible
                  notes
 
  -
            21
            -
 *Table
            of Contents*
  
 RESULTS
        OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2006
 
 Total
        Revenues
 Revenues
        for first quarter were $267,164, highlighted by ramp-up of licensing royalties
        for Aphthasol with Discus Dental ($159,258), Zindaclin royalties with ProStrakan
        ($22,914), ongoing sponsored wound care research with University of Texas
        Southwestern ($34,992), and a development fee payment ($50,000) from Glaxo
        Smith
        Klein for our OraDisc technology.
 
 Costs
        and Expenses
 Research
        and development expense ($476,396) included primarily salaries/taxes/benefits
        ($223,554) as well as specific costs associated with the continuing development
        of our technologies:
 $
                  139,654
              OraDisc88,643
              Wound
                  Care - Nanoparticle6,042
              Aphthasol
                  & other technologies$
                  234,339
 
 General
        and administrative expense ($283,029) consists primarily of
        salaries/taxes/benefits ($171,080), professional fees for legal and accounting
        ($36,200), legal fees for patent applications ($19,805), travel and
        entertainment ($16,669), insurance ($12,275), and occupancy/utility costs
        ($11,895).
 
 Commitment
        fee expense ($1,787,940) consists of a commitment fee to Cornell Capital
        for the
        successful completion of the merger on March 31, 2006. On
        April
        18, 2006, the Company issued a certificate for 993,300 shares of common stock
        in
        payment of the commitment fee.
 
 Depreciation
        and amortization includes the following:
 $
                  14,725
              Depreciation
                  of equipment7,218
              Amortization
                  of licensing rights241,130
              Amortization
                  of acquired patents$
                  263,073
 
 Interest
        Expense ($374,003) is comprised of interest ($268,217) based on the existing
        Note balance of $10,700,000 with interest accruing at 10% per annum and
        ($105,786) of imputed interest on the Asset Purchase Obligations, based on
        an
        interest rate of 10% per annum.
 
  -
            22
            -
 *Table
            of Contents*
  
 **ITEM
        3: CONTROLS AND PROCEDURES**
 
 Evaluation
        of Disclosure Controls and Procedures.
 
 Our
        chief
        executive officer and our chief financial officer, after evaluating the
        effectiveness of our “disclosure controls and procedures” (as defined in Rules
        13a-14(c) of the Securities and Exchange Act of 1934, as amended (the “Exchange
        Act”)) as of the end of the period covered by this quarterly report, concluded
        that the Company’s disclosure controls and procedures were (1) designed to
        ensure that material information relating to the Company, including its
        consolidated subsidiaries, is made known to the Company’s chief executive
        officer and chief financial officer by others within those entities,
        particularly during the period in which this report was being prepared, and
        (2)
        effective, in that they provide reasonable assurance that information required
        to be disclosed by the Company in the reports that it files or submits under
        the
        Exchange Act is recorded, processed, summarized and reported within the time
        periods specified in the SEC’s rules and forms.
 
 Changes
        in internal controls.
 
 There
        were no changes in our internal controls over financial reporting during
        the
        quarter ended March 31, 2006 that have materially affected, or are reasonably
        likely to material affect, our internal controls over financial
        reporting.
 
 
 **PART
        II: OTHER INFORMATION**
 
 
 **ITEM
        1 - LEGAL PROCEEDINGS**
 
 On
        June
        29, 2004, a complaint was filed against the Company in the County Court,
        Denver
        County, Colorado. The complaint alleges that the Company used a telephone
        facsimile machine, computer or other device to send unsolicited advertisements
        to the facsimile machine of Cache Valley Electric without having obtained
        the
        prior express permission or invitation to do so. The plaintiff in the action
        seeks recovery of up to $15,000. The Company filed an answer to the complaint
        on
        July 29, 2004, and does not believe that the complaint has merit. No further
        action has been taken by either party as of March 31, 2006.
 
 On
        January 31, 2005, a Default Judgment for $57,144 was filed against the Company
        in the Superior Court of Maricopa County, Arizona. The judgment was for the
        benefit of TGR Properties, LLC, for damages that have been incurred as a
        result
        of the premature termination of the operating lease of the facilities in
        Mesa,
        Arizona. As of April 28, 2006, the balance due on this judgment is $122,406,
        which includes post judgment legal fees, interest and collection
        costs.
 
 
 **ITEM
        2 - UNREGISTERED SALE OF EQUITY
        SECURITIES**
 
 On
        April
        18, 2006, the Company issued a certificate for 993,300 shares of common stock
        in
        payment of the commitment fee referred to in Note 10 above, for a value of
        $1,787,940. Such issuance was made pursuant to an exemption under Section
        4(2)
        of the Securities Act of 1933, as amended.
  -
            23
            -
 *Table
            of Contents*
  
 
 **ITEM
        3 - DEFAULTS UPON SENIOR SECURITIES**
 
 None.
 
 
 **ITEM
        4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY
        HOLDERS**
 
 On
        March
        1, 2006 the Company filed a Definitive Schedule 14C with the Securities and
        Exchange Commission, a copy of which was distributed to shareholders. The
        Schedule 14C related to a shareholder’s meeting held on March 27, 2006 at which
        the shareholders approved a reverse stock split of the Company’s common stock in
        a ratio of 400:1, a decrease in the number of authorized shares of common
        stock
        from 400,000,000 shares to 200,000,000, the adoption of an equity incentive
        plan, a change of the Company’s name from “Oxford Ventures, Inc. to “ULURU Inc.”
and the appointment of Kerry P. Gray, William W. Crouse, Jeffrey B. Davis
        and
        Dr. David E. Reese as the Company’s Directors.
 
 The
        proposals were approved by the stockholders, as follows:
 
 **FOR**
              
              **AGAINST**
              
              **ABSTAIN**1.
              A
                  proposal to authorize a reverse stock split of the Company’s common stock
                  in a ratio of
                400-for-1
                  was approved with:
              113,705,004
              
              -0-
              
              -0-2.
              A
                  proposal to decrease the number of authorized shares of common
                  stock from
                400,000,000
                  shares to 200,000,000 was approved with:
              113,705,004
              
              -0-
              
              -0-3.
              A
                  proposal to adopt the 2006 Equity Incentive Plan was approved
                  with:
              113,705,004
              
              -0-
              
              -0-4.
              Changing
                  the Company’s name from “Oxford Ventures, Inc.” to “ULURU Inc.” was
                  approved with:
              113,705,004
              
              -0-
              
              -0-5.
              Appointment
                  of Kerry P. Gray, William W. Crouse, Jeffrey B. Davis and Dr. David
                  E.
                  Reese as the Company’s Directors was approved with:
              113,705,004
              
              -0-
              
              -0-
 
 
 **ITEM
        5: OTHER INFORMATION**
 
 None.
 
  -
            24
            -
 *Table
            of Contents*
  
 **ITEM
        6: EXHIBITS**
 
 
 ExhibitNumber
              Description31.1
              Certification
                  of Principal Executive Officer of ULURU
                  Inc. Pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities
                  Exchange Act of 1934, as Amended31.2
              Certification
                  of Principal Accounting Officer of ULURU
                  Inc. Pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities
                  Exchange Act of 1934, as Amended32.1
              Certification
                  of Chief Executive Officer of ULURU Inc.
                  pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section
                  906 of
                  the Sarbanes-Oxley Act of 200232.2
              Certification
                  of Chief Financial Officer of ULURU Inc.
                  pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section
                  906 of
                  the Sarbanes-Oxley Act of 2002
 
 
 **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.
 
 **ULURU
                  INC.**Date:
                  May 22, 2006
              
              By:
              /s/
                  Kerry P. GrayKerry
                  P. Gray, Chief Executive OfficerPrincipal
                  Executive OfficerDate:
                  May 22, 2006
              
              By:
              /s/
                  Terrance K. WallbergTerrance
                  K. Wallberg, Chief Financial OfficerPrincipal
                  Accounting Officer
  
  -
            25
            -