**U.S.
      SECURITIES AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**




**FORM
      10-QSB**




x
            QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934




**For
      the quarterly period ended March 31, 2007**




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)








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 o   No x




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 May 10, 2007: 40,657,134 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 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 three
      months ended March 31, 2007 are not necessarily indicative of results that
      may
      be expected for the year ending December 31, 2007. The financial statements
      are
      presented on the accrual basis.
























**FINANCIAL
      STATEMENTS**




**UNIVERSAL
      FOG, INC.**





**AND
      SUBSIDIARY**




**FINANCIAL
      STATEMENTS**










**As
      of March 31, 2007**






**Table
      of Contents**








Page
                #Consolidated
                Balance Sheet
            F-1Consolidated
                Statements of Operations
            F-2Consolidated
                Statements of Cash Flows
            F-3
                - F-4Notes
                to the Consolidated Financial Statements
            F-5

















**Universal
      Fog, Inc.**


**And
      Subsidiary**


**Consolidated
      Balance Sheet**


**(Unaudited)**


March
                31,
              2007***Assets*****Current
                Assets:**Cash
                and cash equivalents
            
            $
            21,160Accounts
                Receivable, net of allowancefor
                doubtful accounts of $15,228
            
            
            83,348Inventory
            
            
            158,564Total
                Current Assets
            
            
            263,072Property,
                Plant, and Equipment, net ofaccumulated
                depreciation of$127,750
            
            
            416,385Patent
                Rights, net of $5,658 ofaccumulated
                amortization
            
            
            44,560Total
                Assets
            
            $
            724,017**Liabilities
                and Stockholders’ Equity****Current
                Liabilities:**Accounts
                Payable-trade
            
            $
            139,528Accrued
                Expenses
            
            
            153,347Advances
                from Stockholders
            
            
            27,890Note
                Payable, Current Portion
            
            
            5,483Total
                Current Liabilities
            
            
            326,248**Long
                Term Liabilities:**Note
                Payable, Building
            
            
            133,076Total
                Long Term Liabilities
            
            
            133,076**Total
                Liabilities:**
            
            
            459,324**Stockholders’
                Equity:**Convertible
                preferred stock, $.0001 par value,10,000,000
                shares authorized, 4,000,000issued
                and outstanding
            
            
            400Common
                stock, $.0001 par value,300,000,000
                shares authorized,38,692,300
                sharesissued
                and outstanding
            
            
            3,869Additional
                Paid-in Capital
            
            
            915,904Accumulated
                Deficit
            
            
            (655,480
            )Total
                Stockholders’ Equity
            
            
            264,693Total
                Liabilitiesand
                Stockholders’ Equity
            
            $
            724,017


***See
      Notes to Consolidated Financial Statements***


F-1




**Universal
      Fog, Inc.**


**and
      Subsidiary**


**Consolidated
      Statements of Operations**


**(Unaudited)**




**3
                Mos.**
              **Ended**
              **March
                31, 2007**
            
            **3
                Mos. Ended**
              **March
                31,**
              **2006**Sales,
                net of returns
            
            $
            118,551
            
            $
            139,289Cost
                of Sales
            
            
            67,425
            
            
            83,701Gross
                Profit
            
            
            51,126
            
            
            55,588Operating
                Expenses:General
                and administrative expenses
            
            
            32,779
            
            
            70,926Advertising
                and marketing
            
            
            3,200
            
            
            4,223Compensation
                Costs
            
            
            26,791
            
            
            58,509Total
                Operating Expenses
            
            
            62,770
            
            
            133,658Net
                Loss from Operations
            
            
            (11,644
            )
            
            (78,070
            )Interest
                Expense
            
            
            2,898
            
            
            2,812Net
                Loss before Income Taxes
            
            
            (14,542
            )
            
            (80,882
            )Provision
                for Income Taxes
            
            
            0
            
            
            0Net
                Loss
            
            $
            (14,542
            )
            $
            (80,882
            )Loss
                Per Common Share:Basic
            
            $
            0.00
            
            $
            0.00Weighted
                Average Common Shares Outstanding
            
            
            38,692,300
            
            
            38,642,300






***See
      Notes to Consolidated Financial Statements***






F-2










**UNIVERSAL
      FOG, INC.**


**AND
      SUBSIDIARY**


**CONSOLIDATED
      STATEMENTS OF CASH FLOWS**


**FOR
      THE THREE MONTHS ENDED MARCH 31, 2007 AND 2006**


**(Unaudited)**




2007
            
            2006Cash
                flows from operating activities:Net
                cash provided by (used in) operating activities
            
            $
            8,498
            
            $
            (16,086
            )Cash
                flows from investing activities:Net
                cash (used in) investing activities
            
            
            -
            
            
            -Cash
                flows from financing activities:Net
                cash provided byfinancing
                activities
            
            
            2,907
            
            
            2,294Net
                increase (decrease) in cash
            
            
            11,405
            
            
            (13,792)Cash
                at beginning of period
            
            
            9,755
            
            
            44,859Cash
                at end of period
            
            $
            21,160
            
            $
            31,067






***See
      Notes to Consolidated Financial Statements***




F-3




**UNIVERSAL
      FOG, INC.**


**AND
      SUBSIDIARY**


**CONSOLIDATED
      STATEMENTS OF CASH FLOWS**


**FOR
      THE THREE MONTHS ENDED MARCH 31, 2006 and 2005**




***Supplemental
                Cash Flows Disclosures***2007
            
            2006Interest
                paid
            
            $
            2,898
            
            $
            2,812Income
                taxes paid
            
            $
            --
            
            $
            --**Non-Cash
                Investing and Financing Activities**2007
            
            
            2006$
            --
            
            $
            --




***See
      Notes to Consolidated Financial Statements.***




F-4






**UNIVERSAL
      FOG, INC.**


**AND
      SUBSIDIARY**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**




**1.**  **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES**




**Business
      and operations**




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-LOKTM 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°F 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.




**CRITICAL
      ACCOUNTING POLICIES**




We
      have
      identified the policies below as critical to our business operations and the
      understanding of our results of operations. The impact and any associated risks
      related to these policies on our business operations are discussed throughout
      this section where such policies affect our reported and expected financial
      results. Our preparation of our Consolidated Financial Statements requires
      us to
      make estimates and assumptions that affect the reported amounts of assets and
      liabilities, disclosure of contingent assets and liabilities at the date of
      our
      financial statements, and the reported amounts of revenue and expenses during
      the reporting period. There can be no assurance that actual results will not
      differ from those estimates.




Our
      accounting policies that are the most important to the portrayal of our
      financial condition and results, and which require the highest degree of
      management judgment relate to revenue recognition, the provision for
      uncollectible accounts receivable, property and equipment, advertising and
      issuance of shares for service.




In
      December 2001, the SEC issued a cautionary advice to elicit more precise
      disclosure about accounting policies management believes are most critical
      in
      portraying our financial results and in requiring management’s most difficult
      subjective or complex judgments. The preparation of financial statements in
      conformity with accounting principles generally accepted in the United States
      of
      America requires management to make judgments and estimates.






F-5






We
      believe the following critical accounting policies affect our more significant
      judgments and estimates used in the preparation of our consolidated financial
      statements.




**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 three
      months ended March 31, 2007 amortization expense related to these patent rights
      totaled $738. 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 months ended March 31, 2007 and 2006, basic income/loss
      per
      share amounts are based on 38,692,300 and
      38,642,300 weighted-average number of common stock shares outstanding,
      respectively. For the three months ended March 31, 2007, 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.






F-6







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
      March 31, 2007, 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°
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.




The
      mortgage payable was assumed by the Company on January 3, 2005 when the land,
      office and manufacturing facilities were contributed to the Company as
      additional paid in capital by the Company's majority stockholder (Notes 1 and5).
      The mortgage payable bears interest at 8.4%, contains no restrictions or debt
      covenants and provides for monthly principal and interest payments of
      $ 1,398 through
      May 30, 2011 at which time the remaining principal and any accrued interest
      shall be due and payable.





**5.**   **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, 2003, the Company owed its majority stockholder $104,247 from
      advances, net of repayments, made in prior years. During each of the years
      ended
      December 31, 2006and 2005 the Company repaid $23,191 and 36,901 respectively,
      of
      these advances. The advances are unsecured, non-interest bearing and due upon
      demand as funds are available.





F-7





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 and expense reimbursement totaling $5,576 were repaid through the
      issuance of 540,000 common stock shares.




**6.**  **LEGAL
      MATTERS**




The
      Company is subject to legal proceedings that arise in the ordinary course of
      business.




On
      March
      22, 2007, UFI reached a settlement agreement with Brian Hahn in the contractual
      violation law suit. The settlement agreement provides that Mr. Hahn receive
      1,900,000 restricted shares of UFI’s common shares and be awarded warrants to
      purchase an additional 2,000,000 restricted common shares at $0.125 per share.
      The cost of the 1,900,000 shares was reflected in the Company’s consolidated
      statement of operations for the year ended December 31, 2006 by an addition
      to
      the accrued loss contingency of $82,398. The shares were valued at $95,000
      which
      is the fair value of the shares reflected by the closing bid price on the Over
      the Counter Bulletin Board on March 22, 2007. Mr. Hahn signed the agreement
      on
      April 5, 2007. The agreement


provided
      that 1,900,000 shares would be issued within 30 days of the final
      signing.








F-8







**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-KSBfor 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.




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, 1996and 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 August19, 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-LOKTM 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°F 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.




**Results
      of Operations**




**Comparison
      of the Three-Month Periods Ended March 31, 2007 and 2006**




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 March 31, 2007 were $118,551, compared to
      $139,289 for the three-month period ended March 31, 2006. While the first
      quarter of the year is historically slow, this decrease was due to weather
      related issues


which
      slowed shipments of product.













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 March 31, 2007 were $67,425 compared
      to
      $83,701 for the three-month period ended March 31, 2006. The decrease is the
      result of decreased revenues.




Operating
      Expenses. Operating expenses for the three-month period ended March 31, 2007
      were $62,779 compared to $133,658 for the three-month period ended March 31,
      2006 due to registration filing expenses in 2006 and lower administrative
      expenses in 2007. Selling and marketing expenses decreased to $3,200 during
      these three months in 2007 as compared to $4,223 for the same three months
      in
      2006 due to the elimination of certain additional advertising costs. General
      and
      Administrative expenses decreased from $70,926 in the three-month period ended
      March 31, 2006 to $32,779 in the same period in 2007. This decrease was also
      due
      to additional expenses of becoming a reporting company and the filing of a
      registration statement in 2006. Additional costs were legal and accounting
      and
      auditing in 2006. Compensation expense decreased for the three-month period
      ended March 31, 2007 to $26,791 from $58,509 in the period ended March 31,
      2006
      due to reduction of certain other personnel costs.




Depreciation
      and Amortization. Depreciation and amortization are included in General and
      Administrative expenses. For the three-month period ended March 31, 2007, these
      costs were $4,873, compared to $5,598 for the three-month period ended March
      31,
      2006.




Liquidity
      and Capital Resources




We
      funded
      our cash requirements for the three-month period ended March 31, 2007 through
      operations. The Company does not have any material commitments for capital
      expenditures as of the date of this report. Management believes sufficient
      cash
      flow from operations and the sale of additional common stock will be available
      during the next twelve months to satisfy its short-term
      obligations.




Cash
      increased by $11,405 during the three-month period ended March 31, 2007. Over
      the same period in 2006, cash decreased by $13,792. During the three-month
      period ended March 31, 2007, our operating expenses were decreased due to
      expenses of the previously cited registration statement.




Since
      January 1, 2006, we have taken steps to lower our monthly operating costs and
      are currently incurring cash expenses in the amount of approximately
      $ 40,000 per
      month for all operations, of which fixed costs account for approximately
      $24,000. We anticipate cash expenditures of approximately $ 480,000 for the
      year ended December 31, 2007. 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 currently
      effective and expires on June 30, 2007 if not amended. Management has also
      eliminated or reduced unnecessary costs




We
      believe our current liquidity and capital resources, together with the proceeds
      received in a public offering, our ongoing operations, and potential credit
      facilities are sufficient to support our ongoing business
      operations.




At
      March
      31, 2007, UFI has a mortgage payable, which it assumed on January 3, 2005,
      on
      the office/production facility in the principal amount of $ 147,570 .
      The
      mortgage bears interest at 8.4% with monthly principal and interest payments
      of
      $1,398.00 through May 30, 2011 at which time the remaining principal and all
      accrued interest shall be due and payable.  The principal and interest
      payment is current and being paid by UFI on a timely basis.




UFI
      has
      suffered an operating loss for the three-month period ending March 31, 2007
      of
      $ 11,644 .
      This
      loss was primarily the result of the historically slow first quarter. If UFI
      does not raise adequate funds from the outstanding offering of our common stock,
      we will curtail our expansion plans and, if necessary, seek a line of credit
      secured by the building which will allow UFI to continue as a going concern
      as
      our core business should not be 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 of $ 147,570 ,
      which
      was also transferred to and assumed by the Company. The net amount of $253,547
      was recorded in the Company’s books as additional paid in capital.















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, 2003, the Company owed its majority stockholder $104,247 from
      advances, net of repayments, made in prior years. During each of the years
      ended
      December 31, 2006and 2005 the Company repaid $23,191 and 36,901 respectively,
      of
      these advances. 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 $5,576 of expense reimbursement were repaid through the issuance of 540,000
      common stock shares.




**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.




None







**PART
      II - OTHER INFORMATION**




Item
      1.Legal
      Proceedings.




The
      Company is subject to legal proceedings that arise in the ordinary course of
      business.




On
      March
      22, 2007, UFI reached a settlement agreement with Brian Hahn in the contractual
      violation law suit. The settlement agreement provides that Mr. Hahn receive
      1,900,000 restricted shares of UFI’s common shares and be awarded warrants to
      purchase an additional 2,000,000 restricted common shares at $0.125 per share.
      The cost of the 1,900,000 shares was reflected in the Company’s consolidated
      statement of operations for the year ended December 31, 2006 by an addition
      to
      the accrued loss contingency of $82,398. The shares were valued at $95,000
      which
      is the fair value of the shares reflected by the closing bid price on the Over
      the Counter Bulletin Board on March 22, 2007. Mr. Hahn signed the agreement
      on
      April 5, 2007. The agreement provided
      that 1,900,000 shares would be issued within 30 days of the final
      signing.





Item
      2.Changes
      in
      Securities.




None




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 March 31, 2007, 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:


*By:
      /s/ Tom Bontems*


Tom
      Bontems


President