**U.S.
          SECURITIES AND EXCHANGE COMMISSION**
 **Washington,
          D.C. 20549**
  **FORM
              10-QSB/** **A2**
 x
                QUARTERLY
                    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                    ACT OF
                    1934
  **For
          the quarterly period ended June 30, 2006**
  o
                TRANSITION
                    REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                    ACT OF
                    1934
  For
          the
          transition period from
  Commission
          File No. 000-50814
  **UNIVERSAL
          FOG, INC.**
 (Exact
          name of small business issuer as specified in its charter)
  Delaware
                86-0827216(State
                    or other jurisdiction of incorporation or organization)
                (I.R.S.
                    Employer Identification No.)
  **1808
          South 1st Avenue**
 **Phoenix,
          AZ 85003**
 (Address
          of Principal Executive Offices)
  **602/254-9114**
 (Issuer’s
          telephone number)
   **Edmonds
          6, Inc.**
 **10/31/05**
 (Former
          name, address and fiscal year, if changed since last report)
  Check
          whether the issuer (1) has filed all reports required to be filed by Section
          13
          or 15(d) of the Exchange Act during the preceding 12 months (or for such
          shorter
          period that the issuer was required to file such reports), and (2) has
          been
          subject to such filing requirements for the past 90 days.
 Yes x No o
  Indicate
          by check mark whether the registrant is a shell company (as defined in
          Rule
          12b-2 of the Exchange Act).    Yes oNox
  Check
          whether the registrant has filed all documents and reports required to
          be filed
          by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the distribution
          of securities under a plan confirmed by a court. Yes x No o
  State
          the
          number of shares outstanding of each of the issuer’s classes of common equity,
          as of August 10, 2006: 38,652,300 shares of common stock.
 
 
  
       **UNIVERSAL
          FOG, INC.**
  **FINANCIAL
          STATEMENTS**
  **INDEX**
  Part
          I--
          FINANCIAL INFORMATION
  Item
                    1. Financial Statements
  Item
                    2. Management’s Discussion and Analysis of Financial
                    Condition
  Item
                    3. Control and Procedures
  Part
          II--
          OTHER INFORMATION
  Item
                    1. Legal Proceedings
  Item
                    2. Changes in Securities
  Item
                    3. Defaults Upon Senior Securities
  Item
                    4. Submission of Matters to a Vote of Security
                    Holders
  Item
                    5. Other Information
  Item
                    6. Exhibits and Reports on Form 8-K
  Signatures
          and Required Certifications
  **Item
          1. Financial Information**
  BASIS
          OF
          PRESENTATION
  The
          accompanying reviewed financial statements are presented in accordance
          with U.S.
          generally accepted accounting principles for interim financial information
          and
          the instructions to Form 10-QSB and item 310 under subpart A of Regulation
          S-B.
          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 only of normal
          recurring accruals) considered necessary in order to make the financial
          statements not misleading, have been included. Operating results for the
          six
          months ended June 30, 2006  are
          not
          necessarily indicative of results that may be expected for the year ending
          December 31, 2006. The financial statements are presented on the accrual
          basis.
            
 
  
       **FINANCIAL
          STATEMENTS**
  **UNIVERSAL
          FOG, INC.**
  **FINANCIAL
          STATEMENTS**
     **As
          of June 30, 2006**
   **UNIVERSAL
          FOG, INC.**
 **Financial
          Statements**
 **Table
          of Contents**
   FINANCIAL
          STATEMENTS
   Page
                    #Consolidated
                    Balance Sheet
                F-1Consolidated
                    Statements of Operations
                F-2Consolidated
                    Statements of Cash Flows
                F-3Notes
                    to the Consolidated Financial Statements
                F-4
          
 
  
     **Universal
          Fog, Inc.**
  **And
          Subsidiary**
  **Consolidated
          Balance Sheet**
 **(Unaudited)**
  June
                    30, 2006***Assets*****Current
                    Assets:**Cash
                    and cash equivalents
                
                $
                43,430Accounts
                    Receivable, net of allowancefor
                    doubtful accounts of $32,572
                
                
                141,198Inventory
                
                
                163,409Total
                    Current Assets
                
                
                348,037Property,
                    Plant, and Equipment, net ofaccumulated
                    depreciation of$114,110
                
                
                444,294Patent
                    Rights, net of $3,444 ofaccumulated
                    amortization
                
                
                46,774Total
                    Assets
                
                $
                839,105**Liabilities
                    and Stockholders’ Equity****Current
                    Liabilities:**Accounts
                    Payable-trade
                
                $
                193,160Accrued
                    Expenses
                
                
                90,164Advances
                    from Stockholders
                
                
                24,185Note
                    Payable
                
                
                141,870Total
                    Current Liabilities
                
                
                449,379**Stockholders’
                    Equity:**Convertible
                    preferred stock, $.0001 par value,10,000,000
                    shares authorized, 4,000,000shares
                    issued and outstanding
                
                
                400Common
                    stock, $.0001 par value,300,000,000
                    shares authorized,38,652,300
                    sharesissued
                    and outstanding
                
                
                3,865Additional
                    Paid-in Capital
                
                
                905,908Accumulated
                    Deficit
                
                
                (520,447
                )Total
                    Stockholders’ Equity
                
                
                389,726Total
                    Liabilitiesand
                    Stockholders’ Equity
                
                $
                839,105
   ***See
          Notes to Consolidated Financial Statements***
   
  
       **Universal
          Fog, Inc.**
  **and
          Subsidiary**
  **Consolidated
          Statements of Operations**
 **(Unaudited)**
   3
                    Mos. Ended June 30, 2006
                
                3
                    Mos. Ended
                  June
                    30, 2005
                
                6
                    mos. Ended
                  June
                    30, 2006
                
                6
                    mos. Ended
                  June
                    30, 2005Sales,
                    net of returns
                
                $
                343,920
                
                $
                216,259
                
                $
                483,209
                
                $
                314,839Cost
                    of Sales
                
                
                154,708
                
                
                87,096
                
                
                238,501
                
                
                103,896Gross
                    Profit
                
                
                189,212
                
                
                129,163
                
                
                244,708
                
                
                210,943Operating
                    Expenses:General
                    and administrative expenses
                
                
                86,386
                
                
                114,270
                
                
                157,960
                
                
                146,327Advertising
                    & Marketing
                
                
                3,583
                
                
                2,097
                
                
                6,229
                
                
                2,957Compensation
                    Costs
                
                
                57,366
                
                
                71,789
                
                
                115,875
                
                
                101,942Total
                    Operating Expenses
                
                
                147,335
                
                
                188,156
                
                
                280,064
                
                
                251,226Net
                    Income (Loss) from operations
                
                $
                41,877
                
                $
                (58,993
                )
                $
                (35,356
                )
                $
                (40,283
                )Interest
                    Expense
                
                
                6,892
                
                
                1,932
                
                
                9,703
                
                
                4,831Net
                    Income (Loss) before income taxes
                
                
                34,985
                
                
                (60,925
                )
                
                (45,059
                )
                
                (45,114
                )Provision
                    for Income Taxes
                
                
                0
                
                
                0
                
                
                0
                
                
                0Net
                    Income (Loss)
                
                $
                34,985
                
                $
                (60,925
                )
                $
                (45,059
                )
                $
                (45,114
                )Earnings
                    (Loss) Per Common Share:Basic
                
                $
                0.00
                
                $
                0.00
                
                $
                0.00
                
                $
                0.00Diluted
                
                $
                0.00
                
                $
                0.00
                
                $
                0.00
                
                $
                0.00
   ***See
          Notes to Consolidated Financial Statements***
            
 
  
       **UNIVERSAL
          FOG, INC.**
 **AND
          SUBSIDIARY**
 **CONSOLIDATED
          STATEMENTS OF CASH FLOWS**
 **FOR
          THE SIX MONTHS ENDED JUNE 30, 2006 and 2005**
   2006
                
                2005Cash
                    flows from operating activities:Net
                    cash provided by (used in) operatingactivities
                
                
                7,734
                
                
                (15,161
                )Cash
                    flows from investing activities:Net
                    cash provided by (used in)investing
                    activities
                
                
                0
                
                
                1,000Cash
                    flows from financing activities:Net
                    cash provided by (used in)financing
                    activities
                
                
                (9,163
                )
                
                93,437Net
                    increase (decrease) in cash
                
                
                (1,429
                )
                
                79,276Cash
                    at beginning of period
                
                
                44,859
                
                
                4,363Cash
                    at end of period
                
                $
                43,430
                
                $
                83,639
    ***See
                    Notes to the consolidated financial
                    statements.***
           
 
  
       **UNIVERSAL
          FOG, INC.**
 **AND
          SUBSIDIARY**
 **CONSOLIDATED
          STATEMENTS OF CASH FLOWS**
 **FOR
          THE SIX MONTHS ENDED JUNE 30, 2006 AND 2005**
  ***Supplemental
                    Cash Flows Disclosures***2006
                
                2005Interest
                    paid
                
                $
                9,703
                
                $
                4,831Income
                    taxes paid
                
                $
                --
                
                $
                --**Non-Cash
                    Investing and Financing Activities**2006
                
                
                2005Contribution
                    of property and equipment,net
                    of related note payable, asadditional
                    paid in capital
                
                $
                --
                
                $
                250,562Common
                    stock issued for services
                
                $
                --
                
                $
                33,400Preferred
                    stock issued for patent rights
                
                $
                --
                
                $
                50,218Common
                    stock issued in repaymentof
                    advances from stockholder
                
                $
                --
                
                $
                129,424
     ***See
                    notes to the Consolidated Financial
                    Statements***
           
 
  
       **UNIVERSAL
          FOG, INC.**
 **AND
          SUBSIDIARY**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
  **1.**  **SUMMARY
          OF SIGNIFICANT ACCOUNTING POLICIES**
  Universal
          Fog, Inc. was incorporated in the state of Arizona on July 11, 1996 and
          was the
          successor of the business known as Arizona Mist, Inc. which began in 1989.
          On
          May 9, 2005, Universal Fog, Inc. entered into a Stock Purchase Agreement
          and
          Share Exchange (effecting a reverse merger) with Edmonds 6, Inc. (Edmonds
          6) and
          its name was changed to Universal Fog, Inc. (hereinafter referred to as
          either
          UFI or the Company). Edmonds 6 was incorporated on August 19, 2004 under
          the
          laws of the State of Delaware to engage in any lawful corporate undertaking,
          including, but not limited to, selected mergers and acquisitions. Pursuant
          to
          this agreement, Universal Fog, Inc. (which has been in continuous operation
          since 1996) became a wholly owned subsidiary of Edmonds 6.
  The
          Company began manufacturing systems for outdoor cooling in Arizona and
          quickly
          expanded to distribute throughout the United States. As the Company grew,
          so did
          the need for more efficient, more effective, and higher quality commercial
          grade
          products.
  All
          Universal Fog, Inc. high pressure fog systems are custom designed and
          manufactured for each specific application. We incorporate three different
          types
          of tubing in our systems enabling us to comply with nearly any design
          requirement. Our low profile 3/8” flexible nylon tubing utilizes our patented
          SLIP-LOK brass fittings allowing extreme versatility and easy installation.
          The
          use of 3/8” high-pressure nitrogenized copper is aesthetically very pleasing and
          enables us to conceal our mist lines behind walls, such as stucco, and
          meet
          certain building code requirements. In addition, we also produce systems
          using
          3/8” stainless steel tubing, though copper systems are recommended, providing
          one of the most extensive product selections in the industry.
  The
          concept is inherent in nature, such as water vapor, clouds, and fog, which
          manifest due to the earth’s environment. Universal Fog, Inc. high pressure fog
          systems can create the same environment where and when you want it. Using
          normal
          tap water and pressurizing it to 800 PSI with our high-pressure pump modules,
          we
          force water through a series of patented brass and stainless steel nozzles
          creating a micro-fine mist or “fog”. With droplets ranging in size from 4 - 40
          microns, the fog flash evaporates, removing unwanted heat in the process.
          Temperature drops up to 40 0 are
          typical in situations where high heat and low humidity exist.
  The
          concept of fog and its benefits have been in use for over 50 years. While
          most
          commonly known for cooling, fog can be used for a variety of
          applications.
  **Principles
          of consolidation and basis of presentation**
  The
          accompanying consolidated financial statements included the general accounts
          of
          the Company, a Delaware corporation formerly Edmonds 6, Inc. (see above),
          and
          its wholly owned Arizona subsidiary, also named Universal Fog, Inc. All
          material
          intercompany transactions, accounts and balances have been eliminated in
          the
          consolidation.
  For
          financial reporting purposes the reverse merger with Edmonds 6 (see above)
          has
          been treated as a recapitalization of UFI with Edmonds 6 being the legal
          survivor and UFI being the accounting survivor and the operating entity.
          That
          is, the historical financial statements prior to May 9, 2005 are those
          of UFI
          and its operations, even though they are labeled as those of the Company.
          Retained earnings of UFI related to its operations, is carried forward
          after the
          recapitalization. Operations prior to the recapitalization are those of
          the
          accounting survivor, UFI and its predecessor operations, which began July
          11,
          1996. Earnings per share for the periods prior to the recapitalization
          are
          restated to reflect the equivalent number of shares outstanding for the
          entire
          period operations were conducted. Upon completion of the reverse merger,
          the
          financial statements become those of the operating company, with adjustments
          to
          reflect the changes in equity structure and receipt of the assets and
          liabilities of UFI.
   
  
   **Management
          estimates**
  The
          preparation of financial statements in conformity with generally accepted
          accounting principles requires management to make estimates and assumptions
          that
          affect the reported amounts of assets and liabilities and disclosure of
          contingent assets and liabilities at the date of the financial statements
          and
          the reported amounts of revenues and expenses during the reporting period.
          Actual results could differ from those estimates.
  **Goodwill
          and intangible assets**
  In
          June
          2001, the Financial Accounting Standards Board issued Statement of Financial
          Accounting Standards No. 141, *Business
          Combinations* ,
          and No.
          142, *Goodwill
          and Other Intangible Assets* ,
          effective for fiscal years beginning after June 15, 2001. Under the new
          standards, goodwill and intangible assets deemed to have indefinite lives
          will
          no longer be amortized but will be subject to annual impairment tests.
          Other
          intangible assets will continue to be amortized over their useful
          lives.
  On
          May 9,
          2005, the Company was assigned the rights to two patents developed by
          Mr. Bontems, the Company’s controlling stockholder, in exchange for the
          issuance of 4,000,000 convertible preferred stock shares (Notes 2 and 5).
          Because this transaction is one between entities under common control,
          the
          patent rights are carried on the Company’s general accounts at their historical
          cost to Mr. Bontems pursuant to SFAS No. 141 and Staff Accounting Bulletin
          No. 48.
  The
          patents rights are being amortized using the straight-line method over
          their
          remaining estimated lives of approximately six and sixteen years. For the
          six
          months ended June 30, 2006 amortization expense related to these patent
          rights
          totaled $1,476 for each of the next five years, management estimates
          amortization of these patent rights to approximate $3,000.
  **Income/loss
          per share**
  Basic
          income/loss per share amounts are computed by dividing the net income or
          loss by
          the weighted average number of common stock shares outstanding. Diluted
          income/loss per share amounts reflect the maximum dilution that would have
          resulted from the issuance of common stock through potentially dilutive
          securities. Other than the convertible preferred stock (Note 2), the Company
          does not have any convertible securities, outstanding options or warrants
          that
          could potentially dilute the earnings of its common stockholders. Diluted
          loss
          per share amounts are computed by dividing the net income/loss (the preferred
          shares do not contain dividend rights) by the weighted average number of
          common
          stock shares outstanding plus the assumed issuance of the convertible preferred
          stock. For the three and six months ended June 30, 2006 and 2005, basic
          income/loss per share amounts are based on 38,652,300, and 34,731,934,
          34,000,000 and 34,000,000 weighted-average number of common stock shares
          outstanding, respectively. For the three and six months ended June 30,
          2006, no
          effect has been given to the assumed conversion of the convertible preferred
          stock shares as the effect would be antidilutive.
  **2.**  **CAPITAL
          STRUCTURE DISCLOSURES**
  The
          Company’s capital structure is complex and consists of a series of convertible
          preferred stock and a general class of common stock. The Company is authorized
          to issue 310,000,000 shares of stock with a par value per share of $.0001,
          10,000,000 of which have been designated as preferred shares and 300,000,000
          of
          which have been designated as common shares.
  **Convertible
          preferred stock**
  On
          May 9,
          2005, the Company issued 4,000,000 preferred stock shares to its majority
          common
          stockholder in exchange for the assignment of two patent rights (Notes
          1 and 5).
          These shares are convertible into the Company’s common stock at the option of
          the holder any time after one year from the date of issuance. Each share
          of
          convertible preferred stock is convertible into one share of common stock.
          In
          the event of liquidation, these shares also allow the holder to exchange
          the
          shares for the Company’s office and manufacturing facilities (Notes 1 and 5). In
          addition, the shares will survive and not be affected by any recapitalization,
          reorganization or reverse stock split.
  
 
  
     **Common
          stock**
  Each
          common stock share contains one voting right and contains the rights to
          dividends if and when declared by the Board of Directors.
  **Stock
          options, warrants and other rights**
  As
          of
          June 30, 2006, the Company had not adopted any employee stock option plans
          and
          no other stock options, warrants or other stock rights have been granted
          or
          issued.
  **3.**  **RISKS
          AND UNCERTAINTIES**
  The
          Company operates in a highly specialized industry. The concept is inherent
          in
          nature, such as water vapor, clouds and fog, which occur due to the earth’s
          environment. Universal Fog, Inc.’s high pressure fog systems can create the same
          environment where and when you want it. Using normal tap water and pressurizing
          it to 800 PSI with our high-pressure pump modules, we force water through
          a
          series of patented brass and stainless steel nozzles creating a micro-fine
          mist
          or “fog”. With droplets ranging in size from 4 - 40 microns, the fog flash
          evaporates, removing unwanted heat in the process. Temperature drops up
          to
          40 0 Fahrenheit
          are typical in situations where high heat and low humidity exist.
  The
          concept of fog and its benefits have been in use for over 50 years. While
          most
          commonly known for cooling, fog can be used for a variety of
          applications.
  These
          products are marketed outside the United States, which subjects the Company
          to
          foreign currency fluctuation risks.
  **4.**  **BORROWINGS**
  The
          Company’s borrowings consist of a mortgage payable and interest bearing advances
          payable to a stockholder (Note 5).
  The
          mortgage payable was assumed by UFI on January 3, 2005 when the land, office
          and
          manufacturing facilities were contributed to UFI as additional paid in
          capital
          by our majority stockholder. On March 29, 2006, the Company received approval
          of
          a refinancing of this mortgage. The new mortgage had a beginning principal
          balance of $142,279.34 and will bear interest at 8.34% with a balloon payment
          of
          $114,323.07 which will be due on May 30, 2011, and will have a term of
          five
          years and principal and interest will be payable monthly based on a fifteen
          year
          amortization. The mortgage is guaranteed by Tom and Steffani Bontems. The
          Company and the guarantors are required to submit annual tax returns, the
          Company’s annual audited financial statements, quarterly Company prepared
          financials and personal financial statements of the guarantors. No financial
          covenants were required by the Lender.
  **5.**   **RELATED
          PARTY TRANSACTIONS**
  **Stockholders**
  On
          January 3, 2005, the Company’s majority stockholder contributed as additional
          paid in capital the land, office and manufacturing facilities located at
          1808
          South First Avenue, Phoenix, Arizona to the Company. Because this transaction
          is
          one between entities under common control, these facilities were recorded
          into
          the Company’s books and records at the stockholder’s historical cost of
          $401,117. These facilities are security for a note payable (Note 4), which
          was
          also transferred to and assumed by the Company.
  Additionally,
          the Company’s majority stockholder entered in to an agreement whereby he
          assigned certain patent rights to the Company in exchange for 4,000,000
          shares
          of the Company’s convertible preferred stock (Note 2). These patent rights were
          also recorded at the stockholder’s historical cost of $50,218.
   
  At
          January 1, 2006, the Company owed its majority stockholder $48,174 from
          advances, net of repayments, made in prior years. During the six months
          ended
          June 30, 2006 no additional advances were made and $23,989 of advances
          were
          repaid. The advances are unsecured, non-interest bearing and due upon demand
          as
          funds are available.
  Also,
          at
          January 1, 2003, the Company owed another stockholder $153,064 from advances,
          net of repayments, made in prior years. During the three and six months
          ended
          June 30, 2005 and each of the years ended December 31, 2004 and 2003, the
          Company repaid $4,282, $9,921 and $9,437, respectively, of these advances.
          The
          advances were unsecured and payable with interest at 5.0% in monthly payments
          of
          $1,406 through March 2015. On May 30, 2005, the outstanding advances totaling
          $129,424 plus expenses of $5,576 were repaid through the issuance of 540,000
          common stock shares.
  The
          Company made a private placement to Dennis McKee wherein Mr. McKee
          purchased 2,000,000 shares of the Company’s common stock for $100,000 or $0.05
          per share. $48,500 was tendered at the time of purchase and $12,822 was
          paid
          through payment of an outstanding invoice leaving a subscription receivable
          balance of $38,678. The share certificate was tendered prior to the receipt
          of
          the remaining funds. On December 5, 2005, in a negotiated transaction,
          Mr. McKee tendered 300,000 common stock shares to the Company in exchange
          for the remaining balance due of the subscription receivable. These shares
          were
          recorded as Treasury Stock in the amount of the subscription receivable
          balance
          ($38,678).
 
 **6.**   **LEGAL
          MATTERS**
  The
          Company is subject to legal proceedings that arise in the ordinary course
          of
          business.
 
 On
              January 16, 2006, Brian Hahn, COO, presented a proposed employment
              contract for
              Board of Directors approval. The Board, by unanimous vote, declined
              to approve
              the contract and part of a cost containment process, terminated Mr.
              Hahn's
              services to the Company. Mr. Hahn filed suit alleging a contractual
              violation
              and requesting cash damages of $63,453.36 and common stock in the amount
              of
              3,458,295 shares. The Company intends to vigorously defend the suit.
              The
              plaintiff's attorney as agreed to postponement of the Company's answer
              while
              good faith settlement discussions are ongoing. Management believes
              that a
              settlement will be reached that will not have a material affect on
              the financial
              statements. As of June 30, 2006, the Company has accrued a loss contingency
              of
              $17,510 relating to this matter. As of October
              16 ,
              2006,
              there have been no further developments.
 **7.**  **SUNDOWN
          DISTRIBUTORSHIP**
  On
          August
          9, 2005, the Company entered into an agreement with Sedona Holdings, Corp
          and
          Sundown Designs, Inc., to be the exclusive wholesale distributor for in
          the
          cities of Scottsdale and Phoenix, Arizona. The Company issued 200,000 shares
          valued a $0.25 per share as consideration for this agreement. The
          distributorship was valued at $50,000 since shares were being sold in a
          private
          placement for $0.25 per share and this was the fair value of the Company's
          common stock on the date of the transaction.
  The
          agreement does not have a set termination date, but is terminable at the
          will of
          the manufacturer, with 30 days written notice.
  Universal
          Fog has developed a line of high pressure misting nozzles which will be
          used in
          certain of the Sundown Designs outdoor lighting products. These products,
          as
          well as the entire Sundown line, will be sold in the local area by Universal
          Fog
          as part of its agreement with Sedona Holdings. In addition, Universal Fog
          will
          furnish misting nozzles to Sundown Design for their line of products which
          they
          sell in other areas. Universal Fog has sold and installed one custom designed
          lighting project in the Phoenix area and has inquiries and other potential
          sales
          for the near future. (Note 8)
 
 **8.**   **SUBSEQUENT
              EVENT—SUNDOWN DISTRIBUTORSHIP AND
              RESTATEMENT**
 In
                  August
                  of 2006, the Company re-evaluated its accounting for the Sundown
                  Distributorship
                  (Note 7) and charged the entire cost of the distributorship, an
                  amount
                  previously accounted for as an asset, to expense in the December
                  31, 2005
                  financial statements. The Company re-evaluated the future economic
                  benefits to
                  be derived from this distributorship and determined that no or
                  minor economic
                  benefit had been realized through the first nine months of 2006
                  and since the
                  signing of the agreement, which indicated that any future economic
                  benefit was
                  indeterminable. In accordance with SFAS 154 “ *Accounting
                  Changes and Error Corrections,”* the
                  Company adjusted its accounting for the Sundown Distributorship
                  to correct an
                  error in its initial recording of the cost of this distributorship.
                  The effect
                  of this change reduced previously reported stockholders’ equity by $50,000 and
                  reduced total assets by the same amount, but did not affect reported
                  income per
                  share. There was no indirect effect by this action and there was
                  no effect to
                  any previously reported amounts.
 
  
  **Item
          2. Management’s Discussion and Analysis of Financial Condition and Results of
          Operations.**
  **SPECIAL
          NOTE REGARDING FORWARD-LOOKING STATEMENTS**
  The
          information set forth below should be read in conjunction with the unaudited
          condensed consolidated financial statements and notes thereto included
          in Part I
          - Item I of this Quarterly Report and the Company’s Annual Report on Form 10-KSB
          for the year ended December 31, 2005, which contains the audited consolidated
          financial statements and notes thereto and the Management’s Discussion and
          Analysis of Financial Condition and Results of Operations for the December
          31,
          2005 Annual Report.
  Some
          of
          the statements under “Description of Business,” “Risk Factors,” “Management’s
          Discussion and Analysis or Plan of Operation,” and elsewhere in this Report and
          in the Company’s periodic filings with the Securities and Exchange Commission
          constitute forward-looking statements. These statements involve known and
          unknown risks, significant uncertainties and other factors what may cause
          actual
          results, levels of activity, performance or achievements to be materially
          different from any future results, levels of activity, performance or
          achievements expressed or implied by such forward- looking statements.
          Such
          factors include, among other things, those listed under “Risk Factors” and
          elsewhere in this Report.
  In
          some
          cases, you can identify forward-looking statements by terminology such
          as “may,”
“will,” “should,” “could,” “intends,” “expects,” “plans,” “anticipates,”
“believes,” “estimates,” “predicts,” “potential” or “continue” or the negative
          of such terms or other comparable terminology.
  The
          forward-looking statements herein are based on current expectations that
          involve
          a number of risks and uncertainties. Such forward-looking statements are
          based
          on assumptions that the Company will obtain or have access to adequate
          financing
          for each successive phase of its growth, that there will be no material
          adverse
          competitive or technological change in condition of the Company’s business, that
          the Company’s President and other significant employees will remain employed as
          such by the Company, and that there will be no material adverse change
          in the
          Company’s operations, business or governmental regulation affecting the Company.
          The foregoing assumptions are based on judgments with respect to, among
          other
          things, further economic, competitive and market conditions, and future
          business
          decisions, all of which are difficult or impossible to predict accurately
          and
          many of which are beyond the Company’s control.
  Although
          management believes that the expectations reflected in the forward-looking
          statements are reasonable, management cannot guarantee future results,
          levels of
          activity, performance or achievements. Moreover, neither management nor
          any
          other persons assumes responsibility for the accuracy and completeness
          of such
          statements.
  **Critical
          accounting policies**
  Financial
          Reporting Release No. 60, which was released by the Securities and Exchange
          Commission (the “SEC”), encourages all companies to include a discussion of
          critical accounting policies or methods used in the preparation of financial
          statements. The Company’s consolidated financial statements include a summary of
          the significant accounting policies and methods used in the preparation
          of the
          consolidated financial statements. Management believes the following critical
          accounting policies affect the significant judgments and estimates used
          in the
          preparation of the financial statements.
    
 
  
    Use
          of
          Estimates — Management’s discussion and analysis or plan of operation is based
          upon the Company’s consolidated financial statements, which have been prepared
          in accordance with accounting principles generally accepted in the United
          States
          of America. The preparation of these consolidated financial statements
          requires
          management to make estimates and judgments that affect the reported amounts
          of
          assets, liabilities, revenues, and expenses, and related disclosure of
          contingent assets and liabilities. On an ongoing basis, management evaluates
          these estimates, including those related to allowances for doubtful accounts
          receivable and long-lived assets. Management bases these estimates on historical
          experience and on various other assumptions that are believed to be reasonable
          under the circumstances, the results of which form the basis of making
          judgments
          about the carrying value of assets and liabilities that are not readily
          apparent
          from other sources. Actual results may differ from these estimates under
          different assumptions or conditions.
  Management
          must determine at what point in the sales process to recognize revenue.
          We
          recognize revenue when title passes to the purchaser or when installation
          is
          complete and the customer is invoiced. Early or improper revenue recognition
          can
          affect the financial statements. We have established credit policies which,
          we
          believe will eliminate or substantially lower our uncollectible accounts
          receivable; however, management must make judgments regarding when and
          if to
          classify a receivable as uncollectible and this may affect the financial
          statements. The timing of purchase and the depreciation policies for property
          and equipment may affect the financial statements. Advertising costs can
          be
          deferred or may not be properly allocated to the proper accounting period
          and
          this can affect the financial statements.
  We
          review
          the carrying value of property and equipment for impairment at least annually
          or
          whenever events or changes in circumstances indicate that the carrying
          amount of
          an asset may not be recoverable. Recoverability of long-lived assets is
          measured
          by comparison of its carrying amount to the undiscounted cash flows that
          the
          asset or asset group is expected to generate. If such assets are considered
          to
          be impaired, the impairment to be recognized is measured by the amount
          by which
          the carrying amount of the property, if any, exceeds its fair market value.
  Effective
          January 1, 2006, we adopted the provisions of SFAS No. 123(R),
“Share-Based Payment,” under the modified prospective method. SFAS
          No. 123(R) eliminates accounting for share-based compensation transactions
          using the intrinsic value method prescribed under APB Opinion No. 25,
“Accounting for Stock Issued to Employees,” and requires instead that such
          transactions be accounted for using a fair-value-based method. Under the
          modified prospective method, we are required to recognize compensation
          cost for
          share-based payments to employees based on their grant-date fair value
          from the
          beginning of the fiscal period in which the recognition provisions are
          first
          applied. During the 6 months ended June 30, 2006, we have not issued shares
          for
          services.
  For
          periods prior to adoption, the financial statements are unchanged, and
          the pro
          forma disclosures previously required by SFAS No. 123, as amended by SFAS
          No. 148, will continue to be required under SFAS No. 123(R) to the
          extent those amounts differ from those in the Statement of Operations.
  Plan
          of Operation
  Universal
          Fog, Inc. was incorporated in the State of Arizona on July 11, 1996 and
          was the
          successor of the business known as Arizona Mist, Inc. which began in 1989.
          On
          May 9, 2005, Universal Fog, Inc. entered into a Stock Purchase Agreement
          and
          Share Exchange (effecting a reverse merger) with Edmonds 6, Inc. (Edmonds
          6) and
          its name was changed to Universal Fog, Inc. (hereinafter referred to as
          either
          UFI or the Company). Edmonds 6 was incorporated on August 19, 2004 under
          the
          laws of the State of Delaware to engage in any lawful corporate undertaking,
          including, but not limited to, selected mergers and acquisitions. Pursuant
          to
          this agreement, Universal Fog, Inc. (which has been in continuous operation
          since 1996) became a wholly owned subsidiary of Edmonds 6.
  The
          Company began manufacturing systems for outdoor cooling in Arizona and
          quickly
          expanded to distribute throughout the United States. As the Company grew,
          so did
          the need for more efficient, more effective, and higher quality commercial
          grade
          products.
      
 
  
       All
          Universal Fog high pressure fog systems are custom designed and manufactured
          for
          each specific application. We incorporate three different types of tubing
          in our
          systems enabling us to comply with nearly any design requirement. Our low
          profile 3/8” flexible nylon tubing utilizes our patented SLIP-LOK brass fittings
          allowing extreme versatility and easy installation. The use of 3/8”
high-pressure nitrogenized copper is aesthetically very pleasing and enables
          us
          to conceal our mist lines behind walls, such as stucco, and meet certain
          building code requirements. In addition, we also produce systems using
          3/8”
stainless steel tubing, though copper systems are recommended, providing
          one of
          the most extensive product selections in the industry.
  The
          concept is inherent in nature, such as water vapor, clouds, and fog, which
          manifest due to the earth’s environment. Universal Fog high pressure fog systems
          can create the same environment where and when you want it. Using normal
          tap
          water and pressurizing it to 800 PSI with our high-pressure pump modules,
          we
          force water through a series of patented brass and stainless steel nozzles
          creating a micro-fine mist or “fog”. With droplets ranging in size from 4 - 40
          microns, the fog flash evaporates, removing unwanted heat in the process.
          Temperature drops up to 40 0 are
          typical in situations where high heat and low humidity exist.
  The
          concept of fog and its benefits have been in use for over 50 years. While
          most
          commonly known for cooling, fog can be used for a variety of
          applications.
  The
          Company is currently investigating new sources of supply and is concentrating
          on
          controlling its costs to enhance its profitability. The Company is fully
          staffed
          with highly qualified individuals to fulfill the current and increased
          demand
          for product. As a result of this staffing, the Company has increased its
          sales
          and production capabilities and believes the Company is well positioned
          to
          experience new growth. The Company believes there will not be any significant
          increase in selling, general and administrative expenses as it implements
          its
          business plan.
  **Results
          of Operations**
  **Comparison
          of the Three-Month Periods Ended June 30, 2006 and 2005**
  Revenues.
          The Company’s revenues are derived from the assembly of components used in
          misting systems and installations of these systems in commercial and residential
          applications and through the sales to distributors in various states and
          foreign
          countries.
  Revenues
          for the three-month period ended June 30, 2006 were $343,920 compared to
          $216,259 for the three-month period ended June 30, 2005. This increase
          was due
          to continued sales calls by our sales force locally and sales by our Texas
          distributor.
  Cost
          of
          Sales. The Company’s cost of sales consists of materials used in misting systems
          and labor for the assembly of components and in the local area; labor for
          installation.
  Cost
          of
          sales for the three-month period ended June 30, 2006 were $154,708, compared
          to
          $87,096 for the three-month period ended June 30, 2006. The increase is
          the
          result of the increased revenues and additional labor and material costs
          compared to the corresponding quarter of 2005.
  Operating
          Expenses. Operating expenses for the three-month period ended June 30,
          2006 were
          $147,335 compared to $188,156 for the three-month period ended June 30,
          2005.
          This decrease is due to a cost containment effort which included reducing
          administrative expenses. Selling and marketing expenses increased from
          $2,097
          during these three months in 2005 to $3,583 for the same three months in
          2006.
          General and Administrative expenses decreased from $114,270 in the three-month
          period ended June 30, 2005 to $86,386 in the same period in 2006. This
          decrease
          was also due to a concentrated cost containment effort. Compensation expense
          decreased for the three-month period ended June 30, 2006 to $57,366 from
          $71,789
          in the period ended June 30, 2005 due to more efficient use of
          personnel.
    
 
  
       Depreciation
          and Amortization. Depreciation and amortization are included in General
          and
          Administrative expenses. For the three-month period ended June 30, 2006,
          these
          costs were $4,038, compared to $2,518 for the three-month period ended
          July 31,
          2005.
  **Comparison
          of the Six-Month Periods Ended June 30, 2006 and 2005**
  Revenues.
          The Company’s revenues are derived from the assembly of components used in
          misting systems and installations of these systems in commercial and residential
          applications and through the sales to distributors in various states and
          foreign
          countries.
  Revenues
          for the six-month period ended June, 2006 were $483,209 compared to $314,839
          for
          the same period ended June 30, 2005. The increase in revenues in 2006 was
          due to
          increased efforts by our sales person who has approached members of the
          local
          homebuilding and landscaper market and sales to our distributor network.
          We
          expect to see additional sales results in the ensuing calendar quarter.
  Cost
          of
          Sales. The Company’s cost of sales consists of materials used in misting systems
          and labor for the assembly of components and in the local area; labor for
          installation.
  Cost
          of
          sales for the six-month period ended June 30, 2006 were $238,500 compared
          to
          $103,896 for the six-month period ended June 30, 2005. This increase is
          from
          higher revenues which required additional assembly labor and materials
          costs.
  Operating
          Expenses. Operating expenses for the six-month period ended June 30, 2006
          were
          $280,064, compared to $251,226 for the six-month period ended June 30,
          2005.
          Selling and marketing expenses increased from $2,957 during these six months
          in
          2005 to $6,299 for the same six months in 2006. Compensation increased
          from
          $101,942 in the six-month period of 2005 to $ 115,875 in the same six-month
          period in 2006 due to increased sales and the commissions paid thereon.
          General
          and Administrative expenses increased from $146,327 in the six-month period
          ended June 30, 2005 to $ 157,960 in the same period of 2006. This increase
          was
          due to costs associated with becoming a reporting company which include
          additional professional services such as auditing.
  Depreciation
          and Amortization. Depreciation and amortization are included in General
          and
          Administrative expenses. For the six-month period ended June 30, 2006,
          these
          costs were $ 7,061, compared to $4,258 for the six-month period ended June
          30,
          2005. This increase was due to depreciation added by the acquisition of
          our
          facilities.
  **Liquidity
          and Capital Resources**
  We
          funded
          our cash requirements for the six-month period ended June 30, 2006 through
          operations and $28,678 from the sale of treasury stock. The Company does
          not
          have any material commitments for capital expenditures as of the date of
          this
          report. Management is continuing to seek additional equity capital to fund
          its
          various activities and as part of a capital procurement plan, filed a form
          SB2
          registration statement with the SEC on October 5, 2005 to sell 4,000,000
          shares
          of its stock to the public. The filing is not currently effective and will
          expire on December 31, 2006. Management has also eliminated or reduced
          unnecessary costs
  Cash
          decreased by $1,429 during the six-month period ended June 30, 2006. Over
          the
          same period in 2005, cash increased by $79,276 due a private placement
          during
          that period.
  The
          Company has suffered an operating loss for the six-month period ending
          June 30,
          2006 of $45,059. This loss was primarily the result of the higher expenses
          which
          include attorney’s fees and audit and accounting fees. If the Company does not
          raise adequate funds from the SB-2 registration statement, we will curtail
          our
          expansion plans and, if necessary, will seek a line of credit which will
          allow
          the Company to continue as a going concern since our core business was
          not
          affected.
   
 
  
     Related
          Party Transactions
  On
          January 3, 2005, the Company’s majority stockholder contributed as additional
          paid in capital the land, office and manufacturing facilities located at
          1808
          South First Avenue, Phoenix, Arizona to the Company. Because this transaction
          is
          one between entities under common control, these facilities were recorded
          into
          the Company’s books and records at the stockholder’s historical cost of
          $401,117. These facilities are security for a note payable (Note 4), which
          was
          also transferred to and assumed by the Company.
  Additionally,
          the Company’s majority stockholder entered in to an agreement whereby he
          assigned certain patent rights to the Company in exchange for 4,000,000
          shares
          of the Company’s convertible preferred stock (Note 2). These patent rights were
          also recorded at the stockholder’s historical cost of $50,218.
  At
          January 1, 2006, the Company owed its majority stockholder $48,174 from
          advances, net of repayments, made in prior years. During the six months
          ended
          June 30, 2006 no additional advances were made and $23,989 of advances
          were
          repaid. The advances are unsecured, non-interest bearing and due upon demand
          as
          funds are available.
  Also,
          at
          January 1, 2003, the Company owed another stockholder $153,064 from advances,
          net of repayments, made in prior years. During the six months ended June
          30,
          2005 and each of the years ended December 31, 2004 and 2003, the Company
          repaid
          $4,282, $9,921 and $9,437, respectively, of these advances. The advances
          were
          unsecured and payable with interest at 5.0% in monthly payments of $1,406
          through March 2015. On May 30, 2005, the outstanding advances totaling
          $129,424
          and expenses of $5,576 were repaid through the issuance of 540,000 common
          stock
          shares.
  In
          May of
          2005, the Company made a private placement of 2,000,000 shares of its restricted
          common stock to a beneficial stockholder at $0.05 per share. On December
          5,
          2005, Dennis McKee (a beneficial stockholder) returned 300,000 shares to
          the
          Company. The Company resold the 300,000 shares of Treasury Stock as follows:
          52,000 shares of treasury stock were sold for $13,000 on December 29, 2005
          and
          40,000 shares of treasury stock were sold on January 9, 2006 for $10,000.
          In
          addition the remaining 208,000 shares of treasury stock were sold on March
          31,
          2006 for $18,678. The aggregate price received for all of the treasury
          stock was
          $41,678.
  **Item
          3. Controls and Procedures**
  (a)
          Evaluation of disclosure controls and procedures.
  Our
          Chief
          Executive Officer and Chief Financial Officer (collectively the “Certifying
          Officers”) maintain a system of disclosure controls and procedures that is
          designed to provide reasonable assurance that information, which is required
          to
          be disclosed, is accumulated and communicated to management timely. Under
          the
          supervision and with the participation of management, the Certifying Officers
          evaluated the effectiveness of the design and operation of our disclosure
          controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)] under
          the
          Exchange Act) within 90 days prior to the filing date of this report. Based
          upon
          that evaluation, the Certifying Officers concluded that our disclosure
          controls
          and procedures are effective in timely alerting them to material information
          relative to our company required to be disclosed in our periodic filings
          with
          the SEC. The Certifying Officers concluded that our disclosure controls
          and
          procedures are also effective to ensure that information required to be
          disclosed by the Company in reports that it files under the Exchange act
          is
          recorded, processed, summarized and reported within the time periods specified
          in the rules and forms of the SEC.
  (b)
          Changes in internal controls.
  Our
          scope
          of internal control is intended to extend to policies, procedures, processes,
          systems, activities, initiatives, and endeavors required of a company with
          our
          transactions, expenses, and operations. To this end, management has made
          changes
          to internal controls and procedures, including corrective actions with
          regard to
          significant deficiencies or material weaknesses identified in the Company’s
          audit for the period ending May 31, 2005 and the years ended December 31,
          2004
          and 2003, respectively. As of this date, it is the belief of management
          that,
          given the Company’s operations, our revised disclosure controls and procedures
          will be effective.
   
 
  
      a.
                There
                    were two significant deficiencies which were found during the
                    audit of the
                    five months ended May 31, 2005 and the years ended December 31,
                    2004 and
                    2003. One included the failure to record accrual entries during
                    the above
                    periods as the general ledgers were kept on a cash basis. The
                    other
                    involved the lack of timely recording of non-cash equity transactions.
                    Collectively, these deficiencies represent a material weakness.
                    UFI has
                    contracted with a Certified Public Accountant to review monthly
                    the
                    recordation procedures and to provide assistance in compliance
                    with
                    generally accepted accounting principles. UFI has employed an
                    independent
                    stock transfer agent to record transactions in the Company’s equity
                    securities and will rely on the assistance of the contract CPA
                    to provide
                    timely recording in the Company’s general ledger of any equity
                    security.b.
                The
                    material weakness was identified by the independent auditor during
                    the
                    audit field work and it was related to the equity contribution
                    by Tom
                    Bontems in January of 2005.c.
                The
                    recordation of equity transactions will be reviewed by the contract
                    CPA
                    each month and the company will compare its records with the
                    stock
                    transfer agent’s records on an on-going basis.d.
                Other
                    than the changes to internal controls listed above, there have
                    been no
                    changes that have materially affected or reasonable likely to
                    materially
                    affect our internal controls over financial
                    reporting.
  **PART
          II - OTHER INFORMATION**
 
 Item
          1.  Legal
          Proceedings.
  The
          Company is currently not a
          party to any new legal proceedings and no such action by, or to the best
          of its
          knowledge, against the Company has been threatened.
          There have
          been no changes to any previously reported existing litigation.
 
 Item
          2.   Changes
          in
          Securities.
  $28,678
          was raised from the sale of 248,000 shares of treasury stock in a private
          placement during the first quarter of 2006
 
 Item
          3.  Defaults
          Upon Senior Securities.
 
 None
 
 Item
          4.   Submission
          of Matters to a Vote of Security Holders.
   No
          matter
          was submitted during the quarter ending June 30, 2006, covered by this
          report to
          a vote of the Company’s shareholders, through the solicitation of proxies or
          otherwise.
  Item
          5.  Other
          Information.
 
 None
  Item
          6.  Exhibits
          and Reports of Form 8-K.
  (a)  Exhibits
  31.1
          Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002
  32.1
          Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002
 
 (b)  Reports
          of Form 8-K
      **SIGNATURES**
  In
          accordance with Section 13 or 15(d) of the Exchange Act, the registrant
          caused
          this report to be signed on its behalf by the undersigned, there unto duly
          authorized.
 
 Universal
          Fog, Inc.
 Registrant
  
 Date: October
          16 , 2006    *By:
          /s/ Tom Bontems*
 Tom
          Bontems
 President