**SECURITIES
      AND EXCHANGE COMMISSION**




**Washington,
      D.C. 20549**




**Form
      10-Q**




þ   **Quarterly
      report pursuant to Section 13 or 15(d) of the Securities Exchange Act of
      1934**




For
      the
      quarterly period ended March 31, 2008 or




o**Transition
      report pursuant to Section 13 or 15(d) of the Securities Exchange Act of
      1934**




**Commission
      File Number:** **000-52015**




**URON
      Inc.**




(Exact
      Name of Registrant as Specified in its Charter)





Minnesota
            
            47-0848102(State
                or Other Jurisdiction of Incorporation or Organization)
            
            (I.R.S.
                Employer Identification Number)




2201
      West Broadway, Suite 1, Council Bluffs, Iowa 51501


(Address
      of Principal Executive Offices) (Zip Code)




Registrant’s
      telephone number, including area code: (712) 322-4020





N/A


(Former
      name, former address and former fiscal year, if changed since last
      report)




Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
      for
      such shorter period that the registrant was required to file such reports),
      and
      (2) has been subject to such filing requirements for the past 90 days.




Yes þ No o




Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, a non-accelerated filer, or a smaller reporting company.
      See
      definitions of “ large accelerated filer,” “accelerated filer,” and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act (check one):




Large accelerated filer o
            Accelerated filer oNon-accelerated filer o
            Smaller reporting companyþ




Indicate
      by check mark whether the registrant is a shell company (as defined in
      Rule 12b-2 of the Exchange Act).




Yes o
      No þ




APPLICABLE
      ONLY TO CORPORATE ISSUERS




As
      of May
      12, 2008, the registrant had outstanding 8,889,644 shares of common stock,
      no
      par value per share.





**URON
      Inc.**




Index





**Page****PART
                I. FINANCIAL INFORMATION**Item
                1. Financial Statements
            
            2Item
                2. Management’s Discussion and Analysis of Financial Condition and Results
                of Operations
            
            11Item
                3. Quantitative and Qualitative Disclosures About Market
                Risk
            
            14Item
                4. Controls and Procedures
            
            15**PART
                II. OTHER INFORMATION**Item
                1. Legal Proceedings
            
            15Item
                1A. Risk Factors
            
            15Item
                2. Unregistered Sales of Equity Securities and Use of
                Proceeds
            
            15Item
                3. Defaults Upon Senior Securities
            
            15Item
                4. Submission of Matters to a Vote of Security Holders
            
            15Item
                5. Other Information
            
            16Item
                6. Exhibits
            
            17**SIGNATURES**





**PART
      I. FINANCIAL INFORMATION**





**Item
      1. Financial Statements**




URON
      INC.
      AND SUBSIDIARIES





C
      O N T E
      N T S





Page(s)CONDENSED
                CONSOLIDATED FINANCIAL STATEMENTSCondensed
                Consolidated Balance Sheets
            2Condensed
                Consolidated Statements of Operations
            3Condensed
                Consolidated Statements of Cash Flows
            4Notes
                to Condensed Consolidated Financial Statements
            5





1





**URON
      INC. AND SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED BALANCE SHEETS**





March 31, 2008
            
            December 31, 2007(Unaudited)ASSETSCURRENT
                ASSETSCash
            
            $
            3,987,882
            
            $
            984,625Loans
                receivable (less allowance for losses of $989,000 and
                $976,000)
            
            
            4,246,684
            
            
            4,117,497Stock
                subcriptions receivable
            
            
            -
            
            
            4,422,300Prepaid
                expenses and other
            
            
            360,290
            
            
            92,333Deferred
                income taxes
            
            
            386,000
            
            
            526,000TOTAL
                CURRENT ASSETS
            
            
            8,980,856
            
            
            10,142,755PROPERTY
                AND EQUIPMENT
            
            
            824,688
            
            
            631,736GOODWILL
            
            
            10,483,388
            
            
            9,883,659INTANGIBLE
                ASSETS
            
            
            163,771
            
            
            90,926OTHER
            
            
            -
            
            
            167,000TOTAL
                ASSETS
            
            $
            20,452,703
            
            $
            20,916,076LIABILITIES
                AND STOCKHOLDERS' EQUITYCURRENT
                LIABILITIESAccounts
                payable and accrued liabilities
            
            $
            498,430
            
            $
            1,908,844Accounts
                payable - related parties
            
            
            535,000
            
            
            950,935Accrued
                dividend payable
            
            
            525,000
            
            
            -Deferred
                revenue
            
            
            250,520
            
            
            262,357TOTAL
                CURRENT LIABILITIES
            
            
            1,808,950
            
            
            3,122,136DEFERRED
                INCOME TAXES
            
            
            601,000
            
            
            545,000TOTAL
                LIABILITES
            
            
            2,409,950
            
            
            3,667,136STOCKHOLDERS'
                EQUITYSeries
                A convertible preferred stock 10% cumulative dividends, $0.01 par
                value,
                $2.10 stated value. 10,000,000 shares authorized, issued and
                outstanding
            
            
            100,000
            
            
            100,000Common
                stock, no par value, 240,000,000 shares authorized, 8,889,644 and
                6,299,753 shares issued and outstanding.Additional
                paid-in capital
            
            
            18,991,937
            
            
            17,639,318Accumulated
                deficit
            
            
            (1,049,184
            )
            
            (490,378
            )TOTAL
                STOCKHOLDERS' EQUITY
            
            
            18,042,753
            
            
            17,248,940TOTAL
                LIABILITIES AND STOCKHOLDERS' EQUITY
            
            $
            20,452,703
            
            $
            20,916,076




*See
      notes to condensed consolidated financial statements.*





2





**URON
      INC. AND SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED STATEMENTS OF OPERATIONS**


**(Unaudited)**





Three
                Months Ended March 31,
            
            2008
            
            2007REVENUESLoan
                fees
            
            $
            2,250,276
            
            $
            2,150,306Check
                cashing fees
            
            
            346,091
            
            
            406,445Guaranteed
                phone/Cricket fees
            
            
            168,351
            
            
            267,396Title
                loan fees
            
            
            62,738
            
            
            -Other
                fees
            
            
            62,052
            
            
            47,5262,889,508
            
            
            2,871,673OPERATING
                EXPENSESSalaries
                and benefits
            
            
            1,044,921
            
            
            1,062,181Provisions
                for loan losses
            
            
            356,074
            
            
            273,482Guaranteed
                phone/Cricket
            
            
            106,876
            
            
            152,737Occupancy
            
            
            225,225
            
            
            194,711Advertising
            
            
            85,536
            
            
            127,404Depreciation
            
            
            42,409
            
            
            44,980Amortization
            
            
            37,155
            
            
            34,101Professional
                Fees
            
            
            593,154
            
            
            1,937General,
                administrative, and other
            
            
            424,964
            
            
            375,0562,916,314
            
            
            2,266,589INCOME
                (LOSS) FROM OPERATIONS
            
            
            (26,806
            )
            
            605,084INCOME
                TAX EXPENSE
            
            
            7,000
            
            
            228,000NET
                INCOME (LOSS)
            
            $
            (33,806
            )
            $
            377,084SERIES
                A CONVERTIBLE PREFERRED STOCK DIVIDENDS (assumed for 2007)
            
            
            (525,000
            )
            
            (525,000
            )NET
                LOSS AVAILABLE TO COMMON STOCKHOLDERS
            
            $
            (558,806
            )
            $
            (147,916
            )NET
                LOSS PER COMMON SHARE -Basic
                and diluted
            
            $
            (0.07
            )
            $
            (0.13
            )WEIGHTED
                AVERAGE COMMON SHARE OUTSTANDING -Basic
                and diluted
            
            
            8,150,208
            
            
            1,125,000





*See
      notes to condensed consolidated financial statements.*





3





**URON
      INC. AND SUBSIDIARIES**


**CONDENSED
      CONSOLIDATED CASH FLOW**


**(Unaudited)**





Three
                Months Ended March 31,
            
            2008
            
            2007OPERATING
                ACTIVITIESNet
                income (loss)
            
            $
            (33,806
            )
            $
            377,084Adjustments
                to reconcile net income (loss) to net cash provided (used) by operating
                activities:Depreciation
            
            
            42,409
            
            
            44,980Amortization
            
            
            37,155
            
            
            34,101Deferred
                income taxes
            
            
            196,000
            
            
            37,000Changes
                in operating assets and liabilitiesLoans
                receivable
            
            
            721,390
            
            
            638,694Prepaid
                expenses and other assets
            
            
            (100,957
            )
            
            43,968Accounts
                payable and accrued liabilities
            
            
            (1,890,186
            )
            
            33,656Deferred
                revenue
            
            
            (11,838
            )
            
            (26,122
            )Net
                cash provided (used) by operating activities
            
            
            (1,039,833
            )
            
            1,183,361INVESTING
                ACTIVITIESPurchases
                of property and equipment
            
            
            (42,060
            )
            
            (47,851
            )Acquisition
                of stores, net of cash acquired
            
            
            (351,900
            )
            
            -Net
                cash used by investing activities
            
            
            (393,960
            )
            
            (47,851
            )FINANCING
                ACTIVITIESPayments
                on notes payable
            
            
            -
            
            
            (530,000
            )Collection
                on sales of stock
            
            
            4,437,050
            
            
            -Dividends
            
            
            -
            
            
            (405,395
            )Net
                cash provided (used) by financing activities
            
            
            4,437,050
            
            
            (935,395
            )NET
                INCREASE IN CASH
            
            
            3,003,257
            
            
            200,115CASHBeginning
                of period
            
            
            984,625
            
            
            1,265,461End
                of period
            
            $
            3,987,882
            
            $
            1,465,576SUPPLEMENTAL
                DISCLOSURE OF CASH FLOW INFORMATIONIncome
                taxes paid
            
            $
            -
            
            $
            191,000Noncash
                investing and financing activities:Dividend
                accrued
            
            $
            525,000
            
            $
            -Stock
                issued for store acquisition
            
            
            1,337,869
            
            
            -




*See
      notes to condensed consolidated financial statements.*





4





URON
      INC.
      AND SUBSIDIARIES





NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS





1.
            Business
                and Summary of Significant Accounting Policies –





Basis
      of Presentation




The
      accompanying unaudited condensed consolidated financial statements have been
      prepared in accordance with United States of America generally accepted
      accounting principles (GAAP) for interim financial information and with the
      instructions to Form 10-Q and Section 210.8-03(b) of Regulation S-X.
      Accordingly, the condensed consolidated financial statements do no include
      all
      of the information and footnotes required for complete financial
      statements.




In
      the
      opinion of management, all adjustments (consisting of normal recurring accruals)
      considered necessary for a fair presentation have been included. Operating
      results for the three month period ended March 31, 2008 are not necessarily
      indicative of the results that may be expected for the year ended December
      31,
      2008. For further information, refer to the Consolidated Financial Statements
      and footnotes thereto included in our Form 10-K as of and for the year ended
      December 31, 2007. The condensed consolidated balance sheet at December 31,
      2007, has been derived from the audited consolidated financial statements at
      that date, but does not include all of the information and footnotes required
      by
      GAAP.





Nature
      of Business





URON
      Inc.
      (URON) through its wholly owned operating subsidiaries, Wyoming Financial
      Lenders, Inc. (WFL) and National Cash & Credit, LLC (NCC), collectively
      referred to as the “Company”, provides retail financial services to individuals
      in the midwestern and southwestern United States. These services include
      non-recourse cash advance loans, title loans, check cashing and other money
      services. The Company also is a non-recourse reseller of guaranteed phone
      service and Cricket cellular phones. As of March 31, 2008, the Company operated
      63 stores in 11 states (Nebraska, Wyoming, Utah, Iowa, North Dakota, South
      Dakota, Kansas, Wisconsin, Montana, Colorado and Arizona). As of March 31,
      2007,
      Company operated in 55 stores in 10 states. The condensed consolidated financial
      statements include the accounts of URON, WFL, and NCC. All significant
      intercompany balances and transactions have been eliminated in consolidation.





The
      Company provides short-term consumer loans, known as cash advance loans, in
      amounts that typically range from $100 to $500. Cash advance loans provide
      customers with cash in exchange for a promissory note with a maturity of
      generally two to four weeks and the customer’s personal check for the aggregate
      amount of the cash advanced plus a fee. The fee varies from state to state,
      based on applicable regulations and generally ranges from $15 to $20 per each
      $100 borrowed. To repay the cash advance loans, customers may pay with cash,
      in
      which their personal check is returned to them, allowing their check to be
      presented to the bank for collection, or by ACH direct payment.




The
      Company also provides title loans and other ancillary consumer financial
      products and services that are complementary to its cash advance-lending
      business, such as check-cashing services, money transfers, money orders and
      title loans. We also offer guaranteed phone/CricketTM phones to our customers.





5





URON
      INC.
      AND SUBSIDIARIES





NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS





Our
      loans
      and other services are subject to state regulations (which vary from state
      to
      state) and federal and local regulations, where applicable.





Pursuant
      to an Agreement and Plan of Merger and Reorganization dated December 13, 2007
      (Merger Agreement), by and among URON, WFL Acquisition Corp., a Wyoming
      corporation and wholly owned subsidiary of the URON, and WFL, WFL Acquisition
      Corp. merged with and into WFL, with WFL remaining as the surviving entity
      and a
      wholly owned operating subsidiary of the URON. This transaction is referred
      to
      throughout this report as the “Merger”.





The
      condensed consolidated financial statements account for the Merger as a capital
      transaction in substance (and not a business combination of two operating
      entities) that would be equivalent to WFL issuing securities to URON in exchange
      for the net monetary liabilities of URON, accompanied by a recapitalization
      and,
      as a result, no goodwill relating to the Merger has been recorded.





Use
      of
      Estimates





The
      preparation of condensed consolidated financial statements in conformity with
      accounting principles generally accepted in the United States of America
      requires management to make estimates and assumptions that may affect certain
      reported amounts and disclosures in the condensed consolidated financial
      statements and accompanying notes. Management bases its estimates on historical
      experience and on various other assumptions that are believed to be reasonable
      under the circumstances. Actual results could differ from those estimates.
      Significant management estimates relate to the allowance for loans receivable,
      allocation of and carrying value of goodwill and intangible assets, value
      associated with stock-based compensation, and deferred taxes and tax
      uncertainties.





Revenue
      Recognition





The
      Company recognizes fees on cash advance loans on a constant-yield basis ratably
      over the loans’ terms. Title loan fees are recognized using the interest method.
      The Company records fees derived from check cashing, guaranteed phone/Cricket
      fees, and all other services in the period in which the service is
      provided.





Loans
      Receivable





In
      addition to loans receivable that are currently due, loans receivable also
      include cash advance loans that have not been repaid, where the customer’s
      personal check has been deposited and the check has been returned due to
      non-sufficient funds in the customer’s account, closed accounts, or other
      reasons. Loans receivable are carried at cost less the allowance for doubtful
      accounts.





The
      Company does not specifically reserve for any individual loan. The Company
      aggregates cash advance loans for purposes of estimating the loss allowance
      using a methodology that analyzes portfolio statistics and management’s judgment
      regarding recent trends noted in the portfolio. This methodology takes into
      account several factors, including the maturity of the store location and
      charge-off and recovery rates.





When
      a
      bank returns a customer’s check, the account is recognized as a returned item
      receivable and is included in loans receivable. All returned items are charged
      off after 180 days, as collections after that date are not significant. The
      Company uses a third party collection agency to assist in the collection of
      the
      loan collateral related to title loans.





6





URON
      INC.
      AND SUBSIDIARIES





NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS





1.
            Nature
                of Business and Summary of Significant Accounting Policies –
                (continued)





The
      Company does not specifically reserve for any individual title loan. The Company
      aggregates title loans for purposes of estimating the loss allowance using
      a
      methodology that analyzes portfolio statistics and management’s judgment
      regarding recent trends noted in the portfolio. The Company uses a third party
      collection agency to assist in the collection of the loan collateral.





Net
      Loss Per Common Share





Basic
      net
      loss per common share is computed by dividing the loss available to common
      shareholders by the weighted average number of common shares outstanding for
      the
      year. Diluted net loss per common share is computed by dividing the net loss
      available to common shareholders’ by the sum of the weighted average number of
      common shares outstanding plus potentially dilutive common share equivalents
      (stock options, stock warrants, convertible preferred shares) when dilutive.
      Potentially dilutive securities of series A Convertible Preferred Stock
      (10,000,000) and stock warrants (400,000) were anti-dilutive and therefore
      excluded from the dilutive net loss per share computation for 2008. Series
      A
      Convertible Preferred Stock (10,000,000) was anti-dilutive and therefore
      excluded for 2007.





Fair
      Value of Financial Instruments





In
      September 2006, the Financial Accounting Standards Board (FASB) issued Statement
      of Financial Accounting Standards (SFAS) No. 157, “Fair Value Measurements (as
      amended),” which defines fair value, establishes a framework for measuring fair
      value in generally accepted accounting principles and expands disclosure about
      fair value measurements. SFAS No. 157 applies whenever other standards require
      (or permit) assets or liabilities to be measured at fair value, and therefore,
      does not expand the use of fair value in any new circumstances. The effective
      date of this standard was for all full fiscal and interim periods beginning
      after November 15, 2007. The company adopted SFAS 157 on January 1, 2008 with
      no
      impact on its condensed consolidated financial statements





In
      February 2008, the FASB issued Staff Position 157-2, Effective Date of FASB
      157,
      (FSP 157-2) which deferred the provisions of SFAS 157 to annual periods
      beginning after November 15, 2008 for non-financial assets and liabilities.
      Non-financial assets include fair value measurements associated with business
      acquisitions and impairment testing of tangible and intangible assets. The
      Company is still evaluating the impact, if any, that the adoption of FSP 157-2
      will have on its condensed consolidated financial statements.





In
      February 2007, the FASB issued Statement of Financial Accounting Standards
      No. 159, *The
      Fair Value Option for Financial Assets and Financial
      Liabilities* (SFAS
      159). SFAS 159 permits entities to choose to measure many financial instruments
      and certain other items at fair value. The objective is to improve financial
      reporting by providing entities with the opportunity to mitigate volatility
      in
      reported earnings caused by measuring related assets and liabilities using
      different measurement techniques.





7





URON
      INC.
      AND SUBSIDIARIES





NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS





1.
            Nature
                of Business and Summary of Significant Accounting Policies –
                (continued)





SFAS
      159
      requires additional disclosures related to fair value measurements included
      in
      the entity’s financial statements. This statement is effective for financial
      statements issued for fiscal years beginning after November 15, 2007. The
      Company adopted SFAS 159 on January 1, 2008 with no impact on its condensed
      consolidated financial statements.





In
      December 2007, the FASB issued Statement of Financial Accounting Standards
      No. 141 (revised 2007), *Business
      Combinations* (SFAS
      141R). SFAS 141R broadens the guidance of SFAS 141, extending its applicability
      to all transactions and other events in which one entity obtains control over
      one or more other businesses. It broadens the fair value measurement and
      recognition of assets acquired, liabilities assumed, and interests transferred
      as a result of business combinations. SFAS 141R expands on required disclosures
      to improve the statement users’ abilities to evaluate the nature and financial
      effects of business combinations. SFAS 141R is effective for fiscal year
      beginning on or after December 15, 2008. The Company does not expect the
      adoption of SFAS 141R to have a material effect on its condensed consolidated
      financial statements.




2.
            Acquisitions –





Acquisition
      of North Dakota Stores





On
      March
      1, 2008 the Company acquired, for $390,917 in cash, five stores offering cash
      advance loans in Fargo, Grand Forks, Bismarck, and Minot, North Dakota. These
      stores currently operate under the Ameri-Cash name.





Acquisition
      of National Cash & Credit





On
      February 26, 2008, the Company entered into an Exchange Agreement with National
      Cash & Credit, LLC, a Minnesota limited liability company (NCC), and the
      members of NCC. Under the Exchange Agreement, the members of NCC assigned all
      of
      the outstanding membership interests in NCC to the Company in exchange 1,114,891
      shares (valued at $1.20 per share) of the Company’s common stock and a cash
      payment of $100,000.





The
      Company's CEO had a material financial interest in NCC. The CEO’s ownership and
      conditions of the Exchange Agreement were disclosed to the Company's Board
      of
      Directors, which approved the Exchange Agreement.





NCC
      was
      formed approximately two years ago and owned and operated five stores located
      in
      suburban Phoenix, Arizona. NCC principally offered cash advance loans ranging
      from $100 to $2,500 and title loans ranging from $500 to $2,000.





8





URON
      INC.
      AND SUBSIDIARIES





NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS





2.
            Acquisitions –
                (continued)




Under
      the
      purchase method of accounting the assets and liabilities of the acquisitions
      were recorded at their respective estimated fair values as of the applicable
      purchase date as follows:





2008Cash
            
            $
            139,017Loans
                receivable
            
            
            850,577Property
                and equipment
            
            
            193,301Intangible
                assets
            
            
            110,000Goodwill
            
            
            599,729Current
                liabilities
            
            
            (63,837
            )$
            1,828,787





The
      results of the operations for the acquired locations have been included in
      the
      condensed consolidated financial statements since the date of the acquisitions.
      The following table presents the pro forma results of operations for the three
      months ended March 31, 2008 and 2007, as if these acquisitions had been
      consummated at the beginning of each year presented. The pro forma results
      of
      operations are prepared for comparative purposes only and do not necessarily
      reflect the results that would have occurred had the acquisition occurred at
      the
      beginning of the year presented or the results which may occur in the future.





Three Months Ended March 31,2008
              (unaudited)
            
            2007
              (unaudited)Pro
                forma revenue
            
            $
            3,206,209
            
            $
            3,384,032Pro
                forma net income
            
            
            25,469
            
            
            474,604Pro
                forma net income (loss) available to common shareholders –basic
                and diluted
            
            
            (.06
            )
            
            (.04
            )





3.
            Stockholders’
                Equity –





During
      the quarter ended March 31, 2008, 1,475,000 options (mostly which were held
      by
      related parties) were exercised at an exercise price of $.01 per share. Also,
      125,000 options and warrants were cancelled.





9





URON
      INC.
      AND SUBSIDIARIES





NOTES
      TO
      CONDENSED CONSOLIDATED FINANCIAL STATEMENTS





4.
            Risks
                Inherent in the Operating Environment –





The
      Company’s short-term consumer loan activities are regulated under numerous
      local, state, and federal laws and regulations, which are subject to change.
      New
      laws or regulations could be enacted that could have a negative impact on the
      Company’s lending activities. Over the past few years, consumer advocacy groups
      and certain media reports have advocated governmental and regulatory action
      to
      prohibit or severely restrict deferred presentment cash advances. If this
      negative characterization of deferred presentment cash advances becomes widely
      accepted by consumers, demand for deferred presentment cash advances could
      significantly decrease, which could have a materially adverse affect on the
      Company’s financial condition.





Negative
      perception of deferred presentment cash advances could also result in increased
      regulatory scrutiny and increased litigation and encourage restrictive local
      zoning rules, making it more difficult to obtain the government approvals
      necessary to continue operating existing stores or open new short-term consumer
      loan stores.





For
      the
      three months ended March 31, 2008 and 2007, the Company had significant revenues
      by state as follows:




State
            
            2008
              %
                of
              Revenues
            
            2007
              %
                of
              RevenuesWyoming
            
            
            10
            %Iowa
            
            
            12
            %
            
            11
            %Nebraska
            
            
            28
            %
            
            29
            %





5.
            Dividend
                Declaration and Payment-





On
      March
      17, 2008, the Board of Directors of the Company approved the payment of the
      first quarter 2008 dividend on the Company's Series A Convertible Preferred
      Stock in the amount of $525,000. The dividends were paid on April 1,
      2008.





6.
            Subsequent
                Events-





On
      May
      13, 2008, the Company submitted its common stock listing application to the
      American Stock Exchange LLC. The Company is awaiting approval by the American
      Stock Exchange LLC to have its common stock listed for trading on this national
      exchange. The Company currently trades as a bulletin board stock on the
      over-the-counter markets.





10




**Item
      2. Management’s Discussion and Analysis o** **f
      Financial Condition and Results of Operations**





Forward-Looking
      Statements




Except
      for the historical information contained herein, the matters discussed in this
      Report on Form 10-Q are forward-looking statements involving risks and
      uncertainties that could cause actual results to differ materially from those
      in
      such forward-looking statements. Numerous factors, risks and uncertainties
      affect the Company’s operating results and could cause the Company’s actual
      results to differ materially from forecasts and estimates or from any other
      forward-looking statements made by, or on behalf of, the Company, and there
      can
      be no assurance that future results will meet expectations, estimates or
      projections. Further information regarding these and other risks is included
      in
      the “Risk Factors” section of our annual report on Form 10-K, as well as any
      supplementary disclosures that may be contained in our quarterly report on
      Form
      10-Q.





Overview




Pursuant
      to the December 13, 2007 Merger Agreement, WFL Acquisition Corp. merged with
      and
      into Wyoming Financial Lenders, Inc., with Wyoming Financial Lenders remaining
      as the surviving entity and a wholly owned operating subsidiary of the Company.
      As indicated above, this transaction is referred to throughout this report
      as
      the “Merger.” The Merger was effective as of the close of business on December
      31, 2007.





Since
      the
      Merger, the Company (primarily through Wyoming Financial Lenders, Inc.) provides
      retail financial services to individuals in the mid-western and southwestern
      United States. These services include non-recourse cash advance loans, check
      cashing and other money services. At the close of business on December 31,
      2007,
      the Company owned and operated 52 stores in ten states (Colorado, Iowa, Kansas,
      Montana, Nebraska, North Dakota, South Dakota, Utah, Wisconsin and Wyoming).
      As
      of the date of this report, we owned and operated a total of 61 stores in the
      foregoing states and Arizona.





On
      February 26, 2008, we entered into an Exchange Agreement with National Cash
      & Credit, LLC, a Minnesota limited liability company, and its members. Under
      the Exchange Agreement, the members of National Cash & Credit assigned to us
      all of the outstanding membership interests in National Cash & Credit in
      exchange for our issuance to them of an aggregate of 1,114,891 shares of common
      stock and a cash payment of $100,000. The closing of the transactions
      contemplated by the Exchange Agreement occurred effective as of February 26,
      2008. As a result of this transaction, we acquired five new stores located
      in
      the Phoenix, Arizona market. These stores engage in cash advance lending and
      title lending.





We
      provide short-term consumer loans, known as cash advance loans, in amounts
      that
      typically range from $100 to $500. Cash advance loans provide customers with
      cash in exchange for a promissory note with a maturity of generally two to
      four
      weeks and that customer’s post-dated personal check for the aggregate amount of
      the cash advanced, plus a fee. The fee varies from state to state, based on
      applicable regulations, and generally ranges from $15 to $20 per each $100
      borrowed. To repay the cash advance loans, customers may pay with cash, in
      which
      case their personal check is returned to them, allow the check to be presented
      to the bank for collection, or pay by ACH direct payment. All of the Company’s
      loans and other services are subject to state regulations which vary from state
      to state, federal regulations and local regulation, where
      applicable.


11


Discussion
      of Critical Accounting Policies




Our
      condensed consolidated financial statements and accompanying notes have been
      prepared in accordance with accounting principles generally accepted in the
      United States of America applied on a consistent basis. The preparation of
      these
      financial statements requires us to make a number of estimates and assumptions
      that affect the reported amounts of assets and liabilities, the disclosure
      of
      contingent assets and liabilities at the date of the financial statements and
      the reported amounts of revenues and expenses during the reporting periods.
      We
      evaluate these estimates and assumptions on an ongoing basis. We base these
      estimates on the information currently available to us and on various other
      assumptions that we believe are reasonable under the circumstances. Actual
      results could vary materially from these estimates under different assumptions
      or conditions.





We
      believe that the following critical accounting policies affect the more
      significant estimates and assumptions used in the preparation of our condensed
      consolidated financial statements:




*Loan
      Loss Allowance*




We
      maintain a loan loss allowance for anticipated losses for our cash advance
      loans. To estimate the appropriate level of loan loss allowances, we consider
      the amount of outstanding loans owed to us, historical loans charged off,
      current and expected collection patterns and current economic trends. Our
      current loan loss allowance is based on our net write offs, typically expressed
      as a percentage of loan amounts originated for the last twelve months applied
      against the principal balance of outstanding loans that we write off. As
      conditions change, we may need to make additional allowances in future periods.




When
      a
      loan is originated, the customer receives the cash proceeds in exchange for
      a
      post-dated check or a written authorization to initiate a charge to the
      customer's bank account on the stated maturity date of the loan. If the check
      or
      the debit to the customer's account is returned from the bank unpaid, the loan
      is placed in default status and an allowance for this defaulted loan receivable
      is established and charged against expense in the period that the loan is placed
      in default status. This allowance is reviewed monthly and any adjustment to
      the
      loan loss allowance as a result of historical loan performance, current and
      expected collection patterns and current economic trends is recorded.




*Valuation
      of long-lived and Intangible Assets*





The
      Company assesses the impairment of long-lived and intangible assets whenever
      events or changes in circumstances indicate that the carrying value may not
      be
      recoverable. Factors that could trigger an impairment review include significant
      underperformance relative to expected historical or projected future cash flows,
      significant changes in the manner of use of acquired assets or the strategy
      for
      the overall business, and significant negative industry trends. When management
      determines that the carrying value of long-lived and intangible assets may
      not
      be recoverable, impairment is measured based on the excess of the assets'
      carrying value over the estimated fair value.




Results
      of Operations




*Net
      Income (Loss).* For the
      three months ended March 31, 2008, net loss was $.03 million compared to net
      income of $.38 million in 2007 for the comparable period. A discussion of the
      various components of net income follows.





*Revenues* .
      Revenues totaled $2.89 million for the quarter ended March 31, 2008 compared
      to
      $2.87 million for the three months ended March 31 2007, an increase of $.02
      million or .6%. The increase in revenues was primarily a result of higher cash
      advance loan volumes resulting from an increase in the number of stores and
      customer transactions. We originated approximately $15.4 million in cash advance
      loans during three months ended March 31, 2008 compared to $14.4 million during
      the prior years first quarter. The average loan (including fee) totaled $341
      in
      the first quarter 2008 versus $336 in the prior year. Our average fee rate
      for
      the three months ended March 31, 2008, was $50 compared to $49 for the
      comparable period in 2007. Revenues from check cashing, title loans, guaranteed
      phone/Cricket fees, and other sources totaled $.64 million and $.72 million
      for
      the three months ended March 31, 2008 and 2007, respectively.


12


*Salaries
      and Benefits* .
      Payroll
      and related costs were $1.04 million for the three months ended March 31, 2008
      compared to $1.06 million for the comparable period in 2007 a decrease of $.02
      million, as headcount was basically unchanged and employee benefits costs were
      lower year over year.





*Provisions
      for Loan Losses* .
      Our
      provision for losses for the period ended March 31, 2008 totaled $.36 million
      and $.27 million for the comparable 2007 period. The less favorable loss ratio
      year to year reflects our accelerated rate of unit store growth during 2008,
      and
      a more challenging collections environment as a result of an increase in
      bankruptcy filings, higher energy prices and increased competition in the
      lending industry.





*Guaranteed
      phone/Cricket* .
      Guaranteed phone/Cricket dropped to $.11 million for the three months ended
      March 31, 2008 compared to $.15 million for the comparable quarter in 2007.
      The
      decrease was a result of lower guaranteed phone/Cricket revenue due to a
      national trend of more consumers relying on cellular phones versus home phones
      where the guaranteed phone product is used.





*Occupancy
      Costs.* Occupancy expenses, consisting primarily of store leases were $.23 million
      during the quarter ended March 31, 2008, compared to $.19 million in 2007,
      an
      increase of $.04 million due to the addition of stores during 2008. Occupancy
      expenses as a percentage of revenues increased from 6.8% for the three months
      ended March 31, 2007 to 7.8% in 2008, primarily due to the high number of stores
      many of which were opened recently and had lower profitability compared to
      the
      more mature locations.





*Advertising* .
      Advertising and marketing related expense was $.09 million for the three months
      ended March 31, 2008 compared to $.13 million for the comparable period in
      the
      prior year due primarily Company’s decision to reduce its advertising in certain
      mediums.





*Depreciation* .
      Depreciation was approximately even at $.04 million year over year for the
      quarters ended March 31, 2008 and March 31, 2007.





*Amortization
      of Intangible Assets* . Amortization
      was approximately even at $.04 million for the quarters ended March 31, 2008
      and
      March 31, 2007.





*Professional
      Fees* .
      Professional fees were $.57 million in the quarter ended March 31, 2008 versus
      $.02 million for the comparable period in the prior year. The increase fees
      was
      a result of additional audit requirements related to the Merger, legal fees
      related to various SEC required filings, an $.17 million write-off of fees
      related to a terminated transaction and professional fees related to the
      Company’s acquisition activity in the quarter ended March 31, 2008.





*General,
      Administrative and Other* .
      Total
      other costs for the quarter ended March 31, 2008 were $.42 million compared
      to
      $.38 million for the quarter ended March 31, 2007. Other costs, which include,
      utilities, office supplies, collection costs and other minor costs increased
      by
      $.04 million primarily due to growth in number of stores and acquisition
      activity.


13


*Total
      Operating Expenses* .
      Total
      operating expenses for the three months ended March 31, 2008 were $2.92 million
      compared to $2.27 million for 2007. The $.65 million, or 28.7% increase in
      operating expenses over the comparable period in 2007, was due primarily to
      the
      increased amount of transactions, expansion of our business with additional
      stores, and expenses related to financial reporting as a public
      company.





Loss
      from
      operations as a result of the above factors was $.03 million compared to income
      of $.38 million for the three months ended March 31, 2008 compared to the three
      months ended March 31, 2007.





*Income
      Tax Expense* .
      Income
      tax expense was $.01 million for the three months ended March 31, 2008
      compared to income tax expense of $.23 million for the three months ended in
      2007.





Liquidity
      and Capital Resources





At
      March
      31, 2008, we had cash of $4.00 million compared to $.98 million at December
      31,
      2007. Cash increased by $3.02 million during the three months ended March 31,
      2008, primarily due the $4.44 million equity raised in conjunction with the
      Merger. Offset by operations use of $1.04 million and investing uses of $.39
      million. For fiscal year 2008, we believe that our available cash, combined
      with
      expected cash flows from operations and collections of stock subscriptions
      receivable, will be sufficient to fund our liquidity and capital expenditure
      requirements during fiscal 2008.





Net
      cash
      used in operating activities was $1.04 million for the three months ended March
      31, 2008 versus $1.18 million cash provided by operations for the three months
      ended March 31, 2007. Operating cash flows for 2008 were due to a net loss
      of
      $.03 million and a reduction in accounts payable and accrued liabilities of
      $1.89 million, offset by net growth in loans receivable of $.72. Deferred taxes
      increased by $.20 million and in prepaid expenses used $.10 million. Net other
      sources of operating cash were $.07million. Net cash used by investing
      activities was $.39 million for the three months ended March 31, 2008 and $.05
      million for the comparable period in the prior year. Investing activities
      consisted of store acquisitions and improvements. Net cash provided by financing
      activities was $4.44 million for the three months ended March 31, 2008 versus
      net cash used by financing activities of $.94 million for the comparable period
      in the prior year. In 2008, financing activities included stockholder’s
      contribution of $4.44 million. Payments of notes payable were $.53 million
      for
      the three months ended March 31, 2007.





Financings
      and Anticipated Financing Needs





We
      believe that our available cash, and expected cash flows from operations will
      be
      sufficient to fund our liquidity and capital expenditure requirements through
      fiscal 2008. Expected future uses of cash include funding of anticipated
      increases in payday loans, dividend payments, possible store expansion and
      acquisitions and expansion of new and expanded products in existing
      stores.





Off-Balance
      Sheet Arrangements





The
      Company has no off-balance sheet arrangements.





**Item
      3. Quantitative and Qualitative Disclosures About Market
      Risk**





Not
      applicable.


14


**Item
      4. Controls and Procedures**





Evaluation
      of Disclosure Controls and Procedures




On
      March
      31, 2008, URON’s Chief Executive Officer and Chief Financial Officer carried out
      an evaluation of the effectiveness of the design and operation of its disclosure
      controls and procedures (as defined in Exchange Rule 13a-15(e)). Based upon
      that
      evaluation, the Chief Executive Officer and Chief Financial Officer concluded
      that, except for the item noted below, URON’s disclosure controls and procedures
      are effective.




During
      the course of their audit of our consolidated financial statements for fiscal
      2007, our independent registered public accounting firm, Lurie Besikof Lapidus
      & Company, LLP, advised management and the audit committee of our Board of
      Directors that they had identified a deficiency in internal control. The
      deficiency is considered to be a material weakness as defined under standards
      established by the American Institute of Certified Public Accountants. The
      material weakness relates to the lack of segregation of duties within the
      financial processes in the Company.





The
      Company periodically assesses the cost versus benefit of adding the resources
      that would remedy or mitigate this situation, and currently does not consider
      the benefits to outweigh the costs of adding additional staff in light of the
      limited number of transactions related to the Company's operations.





Changes
      in Internal Control over Financial Reporting




There
      were no changes in URON's internal controls over financial reporting that
      occurred during its most recent fiscal quarter that have materially affected,
      or
      are reasonably likely to materially affect such controls.




**PART
      II. OTHER INFORMATION**





**Item 1.
      Legal Proceedings** ****





None.





**Item 1A.
      Risk Factors**





Not
      applicable.





**Item 2.
      Unregistered Sales of Equity Securities and Use of
      Proceeds**




None.





**Item 3.
      Defaults upon Senior Securities**





None.





**Item 4.
      Submission of Matters to a Vote of Security Holders**





The
      Company held a special meeting of shareholders on March 17, 2008. The
      shareholders voted on the following matters:


15





1.
            An
                increase in the total number of authorized shares of capital stock
                of the
                Company to a total of 250,000,000.





2.
            The
                ratification of the appointment of Lurie Besikof Lapidus & Company,
                LLP, as the Company’s independent registered public accountants for fiscal
                2008.





The
      following results were certified by the Inspector of Elections on March 17,
      2008:





*Increase
      in Authorized Shares* .
      The
      proposal to increase the total number of authorized shares of capital stock
      of
      the Company to a total of 250,000,000 was approved by the following
      vote:




**For**
            
            **Against**
            
            **Abstain**13,292,878
            
            20,347
            
            356





*Ratification
      of Auditor Appointment* .
      The
      proposal to ratify the appointment of Lurie Besikof Lapidus & Company, LLP,
      as the Company’s independent registered public accountants for fiscal 2008 was
      approved by the following vote:





**For**
            
            **Against**
            
            **Abstain**13,313,510
            
            15
            
            56





**Item 5.
      Other Information**





None.


16


**Item 6.
      Exhibits**





**Exhibit**
            
            **Description**2.2
            
            Exchange
                Agreement with National Cash & Credit, LLC and the members of National
                Cash & Credit, LLC, dated February 26, 2008 (incorporated by reference
                to Exhibit 2.2 to the registrant’s Annual Report on Form 10-K filed on
                April 7, 2008).31.1
            
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (*filed
                herewith*).31.2
            
            Certification
                pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (*filed
                herewith*).32
            
            Certification
                pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section
                906 of
                the Sarbanes-Oxley Act of 2002 (*filed
                herewith*).





**SIGNATURES**




Pursuant
      to the requirements of the Securities and Exchange Act, the registrant has
      duly
      caused this report to be signed on its behalf by the undersigned, thereunto
      duly
      authorized.


Dated:
                  May 15, 2008
              **URON
                  Inc.**(Registrant)By:
              /s/
                  Christopher LarsonChristopher
                  LarsonChief
                  Executive OfficerBy:
              /s/
                  Steve StaehrSteve
                  StaehrChief
                  Financial Officer


17