EXHIBIT 10.15

                           PLEDGE AND ESCROW AGREEMENT

      THIS PLEDGE AND ESCROW  AGREEMENT  (the  "Escrow  Agreement")  is made and
entered into as of October 12, 2005 (the  "Effective  Date") by and among OXFORD
VENTURES, INC., a corporation organized and existing under the laws of the State
of Nevada (the "Pledgee"), and ULURU, INC., a corporation organized and existing
under the laws of the State of Delaware (the  "Borrower" or Pledgor"),  Kerry P.
Gray, the Borrower's controlling shareholder (the "Shareholder"), and GOTTBETTER
& PARTNERS, LLP, a New York limited liability partnership,  as escrow agent (the
"Escrow Agent").

                                    RECITALS:

      WHEREAS,  in order to secure the  Borrower's  obligations  under a certain
Bridge Loan Agreement, together with the related Bridge Loan Promissory Note and
Security Agreement,  all of even date herewith  (collectively referred to as the
"Loan  Documents")  (capitalized  terms not  otherwise  defined  in this  Escrow
Agreement shall have the meanings ascribed to them in the other Loan Documents),
the Shareholder has agreed to pledge 1,200 shares of the Borrower's common stock
to the Pledgee, which shares constitute the Borrower Control Shares.

      NOW,  THEREFORE,  in  consideration of the mutual  covenants,  agreements,
warranties,  and  representations  herein  contained,  and for  other  good  and
valuable  consideration,   the  receipt  and  sufficiency  of  which  is  hereby
acknowledged, the parties hereto agree as follows:

                              TERMS AND CONDITIONS

      1.    PLEDGE AND TRANSFER OF PLEDGED SHARES;  DEPOSIT OF BORROWER  CONTROL
SHARES.

            1.1.  The  Shareholder  hereby  grants  to the  Pledgee  a  security
interest in the Borrower  Control  Shares and all Pledged Shares as security for
the Borrower's  obligations  under the Loan Documents.  Simultaneously  with the
execution of the Loan  Documents,  the  Shareholder  shall deliver to the Escrow
Agent stock  certificates  representing  Borrower Control Shares,  together with
duly executed stock powers or other appropriate  transfer  documents executed in
blank by the Shareholder (the "Borrower Control Share Transfer Documents"),  and
such stock  certificates and the Borrower Control Share Transfer Documents shall
be held by the Escrow  Agent  until the full  payment of all  amounts due to the
Pledgee under the Loan  Documents and through  repayment in accordance  with the
terms of the Loan  Documents,  or the  termination  or expiration of this Escrow
Agreement.

            1.2.  The Borrower  Control Share  Transfer  Documents are sometimes
hereinafter  referred to as the "Transfer  Documents").  Such stock certificates
and Transfer  Documents  are being  delivered to Escrow Agent  contemporaneously
with the  execution  and  delivery  of this  Agreement  and shall be held by the
Escrow Agent until the full payment of all amounts due to the Pledgee  under the
Loan  Documents and through  repayment in accordance  with the terms of the Loan
Documents, or the termination or expiration of this Escrow Agreement.


<PAGE>

      2.    RIGHTS RELATING TO BORROWER CONTROL SHARES.

            2.1.  The  Shareholder  shall  have the  right to vote the  Borrower
Control at all meetings of the Borrower's  stockholders to the same extent as if
such  Borrower  Control  Shares were held by the  Shareholder;  provided that no
Event of Default (as defined  herein) has occurred and is  continuing  following
the  expiration  of the  applicable  Cure Period,  as defined in the Bridge Loan
Agreement and the Security Agreement, and that the Borrower is not in default in
the performance of any term of the Security Agreement.

            2.2.  Upon the occurrence of an Event of Default and the continuance
thereof  following the  expiration of the  applicable  Cure Period,  the Pledgee
shall be entitled to vote the Borrower Control Shares,  to receive dividends and
other  distributions  thereon,  and to enjoy all  other  rights  and  privileges
incident to the ownership of the Borrower Control Shares.

      3.    RELEASE OF BORROWER CONTROL SHARES FROM ESCROW.  Upon the payment of
all  amounts  due to the  Pledgee  under  the Loan  Documents  by  repayment  in
accordance  with the terms of the Note,  the  parties  hereto  shall  notify the
Escrow Agent to such effect in writing. Upon receipt of such written notice:

            3.1.  the Escrow  Agent shall  return to the  Borrower  the Transfer
Documents and the  certificates  representing  the Borrower  Control Shares (the
"Pledged  Materials"),  whereupon  any and all rights of Pledgee in the  Pledged
Materials shall be terminated; and

            3.2.  Notwithstanding  anything to the  contrary  contained  herein,
upon full payment of all amounts due to the Pledgee under the Loan Documents, by
repayment in accordance  with the terms of the Note,  this Escrow  Agreement and
Pledgee's  security  interest and rights in and to the Borrower  Control  Shares
shall terminate.

      4.    EVENT OF  DEFAULT.  An  "Event of  Default"  shall be deemed to have
occurred  under  this  Escrow  Agreement  upon an Event  of  Default  under  the
Transaction Documents.

      5.    REMEDIES.  Upon  the  occurrence  of an Event  of  Default,  and the
continuance of such Event of Default  following the expiration of the applicable
Cure  Period,  the Pledgee  shall  provide  written  notice of such Default (the
"Default Notice") to the Escrow Agent,  with a copy to the Borrower.  As soon as
practicable after receipt of the Default Notice,  the Escrow Agent shall deliver
to the  Pledgee  the  Pledged  Materials  held by the  Escrow  Agent  hereunder,
whereupon  the Pledgee may exercise  all rights and remedies of a secured  party
with respect to such property as may be available  under the Uniform  Commercial
Code as in effect in the State of New York.

      6.    CONCERNING THE ESCROW AGENT.

            6.1.  The Escrow Agent undertakes to perform only such duties as are
expressly set forth herein and no implied  duties or  obligations  shall be read
into this Escrow Agreement against the Escrow Agent.


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<PAGE>

            6.2.  The  Escrow  Agent may act in  reliance  upon any  writing  or
instrument  or signature  which it, in good faith,  believes to be genuine,  may
assume the validity and accuracy of any statement or assertion contained in such
a writing or instrument,  and may assume that any person  purporting to give any
writing, notice, advice or instructions in connection with the provisions hereof
has been duly  authorized  to do so. The Escrow Agent shall not be liable in any
manner for the sufficiency or correctness as to form, manner, and execution,  or
validity of any  instrument  deposited in this escrow,  nor as to the  identity,
authority,  or right of any person  executing the same; and its duties hereunder
shall be limited to the safekeeping of such certificates,  monies,  instruments,
or other document received by it as such escrow holder,  and for the disposition
of the same in  accordance  with the written  instruments  accepted by it in the
escrow.

            6.3.  The Pledgee, the Shareholder and the Borrower hereby agree, to
defend and  indemnify  the Escrow  Agent and hold it  harmless  from any and all
claims, liabilities, losses, actions, suits, or proceedings at law or in equity,
or any other expenses,  fees, or charges of any character or nature which it may
incur or with which it may be threatened by reason of its acting as Escrow Agent
under this Escrow  Agreement;  and in  connection  therewith,  to indemnify  the
Escrow Agent against any and all expenses,  including  attorneys' fees and costs
of defending  any action,  suit,  or  proceeding or resisting any claim (and any
costs incurred by the Escrow Agent pursuant to Sections 6.4 or 6.5 hereof).  The
Escrow  Agent shall be vested with a lien on all property  deposited  hereunder,
for  indemnification  of  attorneys'  fees and court costs  regarding  any suit,
proceeding  or  otherwise,  or any  other  expenses,  fees,  or  charges  of any
character  or nature,  which may be  incurred  by the Escrow  Agent by reason of
disputes   arising  between  the  makers  of  this  escrow  as  to  the  correct
interpretation  of this Escrow  Agreement and  instructions  given to the Escrow
Agent hereunder, or otherwise, with the right of the Escrow Agent, regardless of
the  instructions  aforesaid,  to hold  said  property  until  and  unless  said
additional  expenses,  fees, and charges shall be fully paid. Any fees and costs
charged by the Escrow Agent for serving hereunder shall be paid by the Borrower.

            6.4.  If any of the  parties  shall  be in  disagreement  about  the
interpretation of this Escrow Agreement, or about the rights and obligations, or
the  propriety of any action  contemplated  by the Escrow Agent  hereunder,  the
Escrow Agent may, at its sole discretion  deposit the Pledged  Materials and the
Borrower  Control Share  Documents with the Clerk of the United States  District
Court for the Southern District of New York, sitting in New York, New York, and,
upon notifying all parties  concerned of such action,  all liability on the part
of the Escrow Agent shall fully cease and  terminate.  The Escrow Agent shall be
indemnified by the Borrower and the Pledgee for all costs,  including reasonable
attorneys' fees in connection with the aforesaid proceeding,  and shall be fully
protected  in  suspending  all or a part of its  activities  under  this  Escrow
Agreement  until a final  decision  or other  settlement  in the  proceeding  is
received.

            6.5.  The Escrow  Agent may consult  with  counsel of its own choice
(and the costs of such  counsel  shall be paid by the  Borrower and the Pledgee)
and shall have full and complete  authorization  and  protection  for any action
taken or  suffered  by it  hereunder  in good faith and in  accordance  with the
opinion of such  counsel.  The Escrow Agent shall not be liable for any mistakes
of fact or error of  judgment,  or for any  actions  or  omissions  of any kind,
unless caused by its willful misconduct or gross negligence.


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<PAGE>

            6.6.  The Escrow Agent may resign upon ten (10) days' written notice
to the parties in this Escrow  Agreement.  If a  successor  Escrow  Agent is not
appointed within this ten (10) day period, the Escrow Agent may petition a court
of competent jurisdiction to name a successor.

            6.7   Conflict  Waiver.  The  Borrower  and the  Shareholder  hereby
acknowledges  that the Escrow Agent is counsel to the Pledgee in connection with
the  transactions  contemplated  and  referred to herein.  The  Borrower and the
Shareholder  agree that in the event of any dispute  arising in connection  with
this Escrow  Agreement  or  otherwise  in  connection  with any  transaction  or
agreement  contemplated and referred herein, the Escrow Agent shall be permitted
to  continue  to  represent  the  Pledgee  and the  Borrower  will  not  seek to
disqualify  such counsel and waives any objection  the Borrower  might have with
respect to the Escrow Agent  acting as the Escrow Agent  pursuant to this Escrow
Agreement.

            6.8   Notices.   Unless  otherwise  provided  herein,  all  demands,
notices,  consents,  service  of  process,  requests  and  other  communications
hereunder  shall be in writing and shall be delivered (with a copy by facsimile)
in person or by overnight  courier service,  or mailed by certified mail, return
receipt requested, addressed:

If to the Borrower, to:         Uluru Inc.
                                4939 Stonyford Drive
                                Dallas, TX 75287
                                Attn: Kerry P. Gray, President and
                                      Chief Executive Officer
                                Telephone: 972 250 6383
                                Facsimile: 972 258 6383

With a copy to:                 McGuireWoods LLP
                                1345 Avenue of the Americas
                                New York, NY 10105
                                Attention: Louis W. Zehil, Esq.
                                Telephone: (212) 548-2138
                                Facsimile: (212) 548-2175

If to the Pledgee, to:          Oxford Ventures, Inc.
                                4655 East Ivy Street, Suite 101
                                Mesa, AZ  85215
                                Attn: Daniel Leonard
                                Telephone: (402) 763-9511
                                Facsimile: (402) 681-4635

With copy to:                   Gottbetter & Partners, LLP
                                488 Madison Avenue, 12th Floor
                                New York, NY 10022
                                Attention: Adam S. Gottbetter, Esq.
                                Telephone: (212) 400-6900
                                Facsimile: (212) 400-6901


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<PAGE>

If to the Escrow Agent, to:     Gottbetter & Partners, LLP
                                488 Madison Avenue, 12th Floor
                                New York, NY 10022
                                Telephone: (212) 400-6900
                                Facsimile: (212) 400-6901

If to Shareholder:

                                Kerry P. Gray
                                c/o Uluru, Inc.
                                4939 Stonyford Drive
                                Dallas, TX 75287
                                Telephone:  972 250 6383
                                Facsimile:  972 258 6383

with a copy to:

                                McGuireWoods LLP
                                1345 Avenue of the Americas
                                New York, NY 10105
                                Attn: Louis W. Zehil , Esq.
                                Telephone: (212) 548-2138
                                Facsimile: (212) 548-2175

Any such notice  shall be  effective  (a) when  delivered,  if delivered by hand
delivery or overnight courier service, or (b) five (5) days after deposit in the
United States or Canadian mail, as applicable.

      7.    BINDING  EFFECT.  All of the  covenants  and  obligations  contained
herein  shall be binding  upon and shall inure to the benefit of the  respective
parties, their successors and assigns.

      8.    GOVERNING   LAW;   VENUE;   SERVICE  OF   PROCESS.   The   validity,
interpretation  and performance of this Escrow  Agreement shall be determined in
accordance  with the laws of the State of New York  applicable to contracts made
and to be performed  wholly  within that state except to the extent that Federal
law applies. The parties hereto agree that any disputes, claims,  disagreements,
lawsuits,  actions  or  controversies  of any type or  nature  whatsoever  that,
directly  or  indirectly,  arise  from  or  relate  to  this  Escrow  Agreement,
including, without limitation, claims relating to the inducement,  construction,
performance  or termination  of this Escrow  Agreement,  shall be brought in the
state supreme courts  located in New York County,  New York or the United States
District  Court for the Southern  District of New York located in New York,  New
York,  and the parties hereto agree not to challenge the selection of that venue
in any such proceeding for any reason,  including,  without  limitation,  on the
grounds  that  such  venue  is  an  inconvenient   forum.   The  parties  hereto
specifically  agree that  service of process  may be made,  and such  service of
process shall be effective if made, pursuant to Section 8 hereto.


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<PAGE>

      9.    ENFORCEMENT  COSTS.  If any  legal  action  or other  proceeding  is
brought for the enforcement of this Escrow  Agreement,  or because of an alleged
dispute,  breach, default or misrepresentation in connection with any provisions
of this Escrow Agreement, the successful or prevailing party or parties shall be
entitled to recover  reasonable  attorneys'  fees,  court costs and all expenses
even if not  taxable as court costs  (including,  without  limitation,  all such
fees,  costs and  expenses  incident  to  appeals),  incurred  in that action or
proceeding,  in addition to any other  relief to which such party or parties may
be entitled.

      10.   REMEDIES  CUMULATIVE.  No remedy herein  conferred upon any party is
intended to be  exclusive  of any other  remedy,  and each and every such remedy
shall be  cumulative  and  shall be in  addition  to every  other  remedy  given
hereunder  or now or  hereafter  existing  at law,  in equity,  by  statute,  or
otherwise.  No single or partial  exercise  by any party of any right,  power or
remedy hereunder shall preclude any other or further exercise thereof.

      11.   COUNTERPARTS.  This Escrow  Agreement may be executed in one or more
counterparts,  each of  which  shall be  deemed  an  original,  but all of which
together shall constitute the same instrument.

      12.   NO  PENALTIES.  No  provision  of  this  Escrow  Agreement  is to be
interpreted as a penalty upon any party to this Escrow Agreement.

      13.   JURY TRIAL.  EACH OF THE PLEDGEE AND THE BORROWER HEREBY  KNOWINGLY,
VOLUNTARILY AND  INTENTIONALLY  WAIVES THE RIGHT WHICH IT MAY HAVE TO A TRIAL BY
JURY OF ANY CLAIM,  DEMAND,  ACTION OR CAUSE OF ACTION BASED HEREON,  OR ARISING
OUT OF, UNDER OR IN ANY WAY CONNECTED WITH THE DEALINGS  BETWEEN PLEDGEE AND THE
BORROWER,  THIS  PLEDGE  AND  ESCROW  AGREEMENT  OR  ANY  DOCUMENT  EXECUTED  IN
CONNECTION  HEREWITH,  OR ANY COURSE OF CONDUCT,  COURSE OF DEALING,  STATEMENTS
(WHETHER ORAL OR WRITTEN) OR ACTIONS OF ANY PARTY HERETO OR THERETO IN EACH CASE
WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER IN CONTRACT, TORT, EQUITY
OR OTHERWISE.


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<PAGE>

      IN WITNESS WHEREOF,  the parties hereto have duly executed this Pledge and
Escrow Agreement as of the date first above written.


                                OXFORD VENTURES, INC.


                                By: /s/ Daniel Leonard
                                    --------------------------------------------
                                    Name:  Daniel Leonard
                                    Title: President and Chief Executive Officer


                                ULURU, INC.


                                By: /s/ Kerry P. Gray
                                    --------------------------------------------
                                    Name:  Kerry P. Gray
                                    Title:



                                KERRY P. GRAY


                                By: /s/ Kerry P. Gray
                                    --------------------------------------------


                                GOTTBETTER & PARTNERS, LLP
                                AS ESCROW AGENT


                                By: /s/ Adam S. Gottbetter
                                    --------------------------------------------
                                    Name: Adam S. Gottbetter, Esq.


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