10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

For the quarterly period ended: June 30, 2014

OR

[_] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

For the transition period from: ___ to ___.

Commission File Number: 001-336180

ULURU Inc.

(Exact Name of Registrant as Specified in its Charter)

Nevada	41-2118656
(State or Other Jurisdiction of	(I.R.S. Employer Identification No.)
Incorporation or Organization)

4452 Beltway Drive Addison, Texas	75001
(Address of Principal Executive Offices)	(Zip Code)

(214) 905-5145

Registrant's Telephone Number, including Area Code

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

    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 the definitions of “large accelerate filer”, “accelerated filer”, and “smaller reporting company” in Rule 12b-2 of the Exchange Act.  (Check one):

Large accelerated filer o Accelerated filer o Non-accelerated filer o Smaller reporting company þ

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

As of August 14, 2014, there were 24,570,518 shares of the registrant’s Common Stock, $0.001 par value per share, and no shares of Series A Preferred Stock, $0.001 par value per share, issued and outstanding.

ULURU Inc.

INDEX TO FORM 10-Q

For the Quarter Ended JUNE 30, 2014

		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements.	3
	Condensed Consolidated Balance Sheets as of June 30, 2014 (unaudited) and December 31, 2013 (audited)	3
	Condensed Consolidated Statements of Operations (unaudited) for the three and six months ended June 30, 2014 and 2013	4
	Condensed Consolidated Statements of Cash Flows (unaudited) for the six months ended June 30, 2014 and 2013	5
	Notes to Condensed Consolidated Financial Statements (unaudited)	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.	22
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	32
Item 4.	Controls and Procedures.	32
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings.	32
Item 1A.	Risk Factors.	32
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	33
Item 3.	Defaults Upon Senior Securities.	33
Item 4.	Mine Safety Disclosures.	33
Item 5.	Other Information.	33
Item 6.	Exhibits.	34
	Signatures.	34

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PART I – FINANCIAL INFORMATION

ITEM 1. Financial Statements.

ULURU Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

	June 30, 2014			December 31, 2013
	(Unaudited)			(Audited)
ASSETS
Current Assets
Cash and cash equivalents	$	720,590		$	5,119
Accounts receivable, net		428,993			185,078
Notes receivable and accrued interest, current portion		---			777,710
Inventory		348,693			395,605
Prepaid expenses and deferred charges		87,749			123,812
Total Current Assets		1,586,025			1,487,324
Property, Equipment and Leasehold Improvements, net		534,740			638,614
Other Assets
Intangible assets, net		3,435,215			3,670,837
Investment in unconsolidated subsidiary		---			---
Deferred financing costs, net		---			86,770
Deposits		18,069			18,069
Total Other Assets		3,453,284			3,775,676
TOTAL ASSETS	$	5,574,049		$	5,901,614
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable	$	1,391,269		$	1,734,725
Accrued liabilities		165,221			315,963
Accrued interest		12,501			13,360
Convertible notes payable, net of unamortized debt discount, current portion		124,448			1,147,057
Deferred revenue, current portion		58,959			58,959
Total Current Liabilities		1,752,398			3,270,064
Long Term Liabilities
Deferred revenue, net of current portion		868,896			898,133
Total Long Term Liabilities		868,896			898,133
TOTAL LIABILITIES		2,621,294			4,168,197
COMMITMENTS AND CONTINGENCIES		---			---
STOCKHOLDERS' EQUITY
Preferred stock - $0.001 par value; 20,000 shares authorized;
Preferred Stock Series A, 1,000 shares designated; no shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively		---			---
Common Stock - $0.001 par value; 200,000,000 shares authorized;
24,454,777 and 18,871,420 shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively		24,455			18,872
Additional paid-in capital		55,951,057			53,336,127
Accumulated  (deficit)		(53,022,757	)		(51,621,582	)
TOTAL STOCKHOLDERS’ EQUITY		2,952,755			1,733,417
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	5,574,049		$	5,901,614
The accompanying notes are an integral part of these condensed consolidated financial statements.

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ULURU Inc.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended June 30,						Six Months Ended June 30,
	2014			2013			2014			2013
Revenues
License fees	$	14,698		$	11,274		$	29,237		$	22,427
Royalty income		17,012			---			17,012			---
Product sales, net		177,584			17,610			265,026			108,501
Total Revenues		209,294			28,884			311,275			130,928
Costs and Expenses
Cost of goods sold		113,090			3,102			154,132			43,991
Research and development		184,423			211,183			372,019			376,468
Selling, general and administrative		411,279			351,726			880,352			612,416
Amortization of intangible assets		118,461			118,461			235,622			235,622
Depreciation		59,553			60,460			120,107			125,848
Total Costs and Expenses		886,806			744,932			1,762,232			1,394,345
Operating (Loss)		(677,512	)		(716,048	)		(1,450,957	)		(1,263,417	)
Other Income (Expense)
Interest and miscellaneous income		519			18,011			5,060			40,476
Interest expense		(32,722	)		(128,375	)		(97,981	)		(260,061	)
Equity in earnings (loss) of unconsolidated subsidiary		---			---			---			---
Gain on early extinguishment of convertible note		---			---			142,703			---
Gain on sale of equipment		---			3,627			---			3,627
(Loss) Before Income Taxes		(709,715	)		(822,785	)		(1,401,175	)		(1,479,375	)
Income taxes		---			---			---			---
Net (Loss)	$	(709,715	)	$	(822,785	)	$	(1,401,175	)	$	(1,479,375	)
Less preferred stock dividends		---			(12,154	)		---			(24,175	)
Net (Loss) Allocable to Common Stockholders	$	(709,715	)	$	(834,939	)	$	(1,401,175	)	$	(1,503,550	)
Basic and diluted net (loss) per common share	$	(0.03	)	$	(0.06	)	$	(0.06	)	$	(0.12	)
Weighted average number of common shares outstanding		24,122,176			13,670,628			22,776,695			12,669,437
The accompanying notes are an integral part of these consolidated financial statements.

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ULURU Inc.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Six Months Ended June 30,
	2014			2013
OPERATING ACTIVITIES :
Net loss	$	(1,401,175	)	$	(1,479,375	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of intangible assets		235,622			235,622
Depreciation		120,107			125,848
Share-based compensation for stock and options issued to employees		9,276			6,218
Share-based compensation for options issued to non-employees		37,647			25,538
Equity in earnings (loss) of unconsolidated subsidiary		---			---
Amortization of debt discount on convertible note		22,320			89,461
Amortization of deferred financing costs		7,309			37,457
Warrants issued (cancelled) for services		72,771			(48,776	)
Common stock issued for services		42,600			71,250
Common stock issued for wages		---			20,000
Common stock issued for interest due on convertible note		2,063			71,942
Gain on early extinguishment of convertible note		(142,703	)		---
Gain on sale of equipment		---			(3,627	)
Change in operating assets and liabilities:
Accounts receivable		(243,915	)		95,119
Inventory		46,912			24,485
Prepaid expenses and deferred charges		36,063			116,787
Notes receivable and accrued interest		777,710			363,414
Accounts payable		(343,456	)		(532,509	)
Accrued liabilities		(150,742	)		(53,034	)
Accrued interest		(859	)		14,702
Deferred revenue		(29,237	)		(22,427	)
Total		499,488			637,470
Net Cash Used in Operating Activities		(901,687	)		(841,905	)
INVESTING ACTIVITIES :
Purchase of property and equipment		(16,233	)		---
Proceeds from sale of equipment		---			4,937
Net Cash Provided by (Used in) Investing Activities		(16,233	)		4,937
FINANCING ACTIVITIES :
Proceeds from sale of common stock and warrants, net		610,000			981,446
Proceeds from exercise of common stock warrants		1,800,000			---
Repayment of principle due on convertible note		(776,609	)		(81,666	)
Net Cash Provided by Financing Activities		1,633,391			899,780
Net Increase in Cash		715,471			62,812
Cash,  beginning of period		5,119			21,549
Cash,  end of period	$	720,590		$	84,361
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Cash paid for interest	$	14,516		$	2,090
Non-cash investing and financing activities:
Issuance of common stock for principle due on convertible notes	$	597,029		$	346,389
The accompanying notes are an integral part of these condensed consolidated financial statements.

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ULURU Inc.

NOTES TO

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. COMPANY OVERVIEW AND BASIS OF PRESENTATION

Company Overview

ULURU Inc. (hereinafter “we”, “our”, “us”, “ULURU”, or the “Company”) is a Nevada corporation.  We are a diversified specialty pharmaceutical company committed to developing and commercializing a broad range of innovative wound care and muco-adhesive film products based on our patented Nanoflex® and OraDiscTM technologies, with the goal of improving outcomes for patients, health care professionals, and health care payers.

Basis of Presentation

In the opinion of management, the accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and include the accounts of ULURU Inc., a Nevada corporation, and its wholly-owned subsidiary, Uluru Delaware Inc., a Delaware corporation.  They do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company’s financial position as of June 30, 2014 and the results of its operations for the three and six months ended June 30, 2014 and 2013 and cash flows for the six months ended June 30, 2014 and 2013 have been made.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as 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.  Actual results may differ from those estimates and assumptions.  These differences are usually minor and are included in our consolidated financial statements as soon as they are known.  Our estimates, judgments, and assumptions are continually evaluated based on available information and experience. Because of the use of estimates inherent in the financial reporting process, actual results could differ from those estimates.

All intercompany transactions and balances have been eliminated in consolidation.

Operating results for the three and six months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014.

These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission on March 31, 2014, including the risk factors set forth therein.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies used in preparation of these condensed consolidated financial statements for the three and six months ended June 30, 2014 are consistent with those discussed in Note 2 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission on March 31, 2014.

NOTE 3. THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS

There were no new accounting pronouncements adopted or enacted during the periods presented that had, or are expected to have, a material impact on our financial statements.

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NOTE 4. SEGMENT INFORMATION

We operate in one business segment: the research, development and commercialization of pharmaceutical products.  Our corporate headquarters in the United States collects product sales, licensing fees, royalties, and sponsored research revenues from our arrangements with external customers and licensees.  Our entire business is managed by a single management team, which reports to the Chief Executive Officer.

Our revenues are currently derived primarily from seven licensees for international activities and our domestic sales activities of Altrazeal®.

Revenues per geographic area, along with relative percentages of total revenues, for the three and six months ended June 30 are summarized as follows:

	Three Months Ended June 30,										Six Months Ended June 30,
Revenues	2014		%			2013		%			2014		%			2013		%
Domestic	$	11,770		6	%	$	17,610		61	%	$	21,442		7	%	$	37,397		29	%
International		197,524		94	%		11,274		39	%		289,833		93	%		93,531		71	%
Total	$	209,294		100	%	$	28,884		100	%	$	311,275		100	%	$	130,928		100	%

A significant portion of our revenues are derived from a few major customers.  Customers with greater than 10% of total sales, along with their relative percentage of all sales, for the three and six months ended June 30 are represented on the following table:

		Three Months Ended June 30,						Six Months Ended June 30,
Customers	Product	2014			2013			2014			2013
Customer A	Altrazeal®		87	%		---			59	%		---
Customer B	Altrazeal®		3	%		---			28	%		57	%
Customer C	Altrazeal®		*			29	%		*			*
Total			90	%		29	%		87	%		57	%
* Sales from this customer were less than 10% of total sales for the period reported.

NOTE 5. NOTES RECEIVABLE

On June 27, 2012, we entered into a Securities Purchase Agreement related to our issuance of a $2,210,000 Secured Convertible Note (the “June 2012 Note”), with Inter-Mountain Capital Corp., a Delaware corporation (“Inter-Mountain”).  As part of the June 2012 Note transaction, we received $1,500,000 in the form of six promissory notes in favor of the Company, each in the principal amount of $250,000 (the “Investor Notes”) and each of which becomes due as the outstanding balance under the June 2012 Note is reduced to certain levels.  As of December 31, 2013, we had $777,710 in notes receivable which is comprised of $687,500 for three Investor Notes and $90,210 for accrued interest thereon.

On January 22, 2014, we provided notice to Inter-Mountain of our election to exercise our rights under the June 2012 Note and to offset amounts we owed to Inter-Mountain against amounts it owed to us under the Investor Notes.  Our notice provided that such deduction and offset occurred on January 22, 2014, that we will not incur the 120% prepayment premium with respect to amounts paid under the June 2012 Note as a result of the deduction and offset, that no warrants will become exercisable as a result of the offset, and that any warrants unvested as of January 22, 2014 shall immediately and automatically terminate.  As a result of the deduction and offset, the outstanding amount owed to us under the Investor Notes was reduced to zero.

Please refer to Note 11. for a more detailed description of the June 2012 Note transaction.

NOTE 6. INVENTORY

As of June 30, 2014, our inventory was comprised of Altrazeal® finished goods, manufacturing costs incurred in the production of Altrazeal®, and raw materials.  Inventories are stated at the lower of cost (first in, first out method) or market.  We regularly review inventories on hand and write down the carrying value of our inventories for excess and potentially obsolete inventories based on historical usage and estimated future usage.  In assessing the ultimate realization of our inventories, we are required to make judgments as to future demand requirements.  As actual future demand or market conditions may vary from those projected by us, adjustment to inventories may be required.

The components of inventory, at the different stages of production, consisted of the following at June 30, 2014 and December 31, 2013:

Inventory	June 30, 2014		December 31, 2013
Finished goods	$	22,230	$	85,993
Work-in-progress		308,001		299,464
Raw materials		18,462		10,148
Total	$	348,693	$	395,605

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NOTE 7. PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS

Property, equipment and leasehold improvements, net, consisted of the following at June 30, 2014 and December 31, 2013:

Property, equipment and leasehold improvements	June 30, 2014			December 31, 2013
Laboratory equipment	$	424,888		$	424,888
Manufacturing equipment		1,597,961			1,581,728
Computers, office equipment, and furniture		140,360			140,360
Computer software		4,108			4,108
Leasehold improvements		95,841			95,841
		2,263,158			2,246,925
Less: accumulated depreciation and amortization		( 1,728,418	)		(1,608,311	)
Property, equipment and leasehold improvements, net	$	534,740		$	638,614

Depreciation expense on property, equipment and leasehold improvements was $59,553 and $60,460 for the three months ended June 30, 2014 and 2013, respectively, and was $120,107 and $125,848 for the six months ended June 30, 2014 and 2013, respectively.

NOTE 8. INTANGIBLE ASSETS

Intangible assets are comprised of patents acquired in October, 2005.  Intangible assets, net consisted of the following at June 30, 2014 and December 31, 2013:

Intangible assets	June 30, 2014			December 31, 2013
Patent - Amlexanox (Aphthasol®)	$	2,090,000		$	2,090,000
Patent - Amlexanox (OraDisc™ A)		6,873,080			6,873,080
Patent - OraDisc™		73,000			73,000
Patent - Hydrogel nanoparticle aggregate		589,858			589,858
		9,625,938			9,625,938
Less: accumulated amortization		( 6,190,723	)		(5,955,101	)
Intangible assets, net	$	3,435,215		$	3,670,837

Amortization expense for intangible assets was $118,461 and $118,461 for the three months ended June 30, 2014 and 2013, respectively, and was $235,622 and $235,622 for the six months ended June 30, 2014 and 2013, respectively.

The future aggregate amortization expense for intangible assets, remaining as of June 30, 2014, is as follows:

Calendar Years	Future Amortization Expense
2014 (Six months)	$	239,526
2015		475,148
2016		476,450
2017		475,148
2018		475,148
2019 & Beyond		1,293,795
Total	$	3,435,215

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NOTE 9. INVESTMENTS IN UNCONSOLIDATED ENTITIES

We use the equity method of accounting for investments in other companies that are not controlled by us and in which our interest is generally between 20% and 50% of the voting shares or we have significant influence over the entity, or both.

Altrazeal Trading Ltd.

On January 11, 2012, we executed a shareholders’ agreement for the establishment of Altrazeal Trading Ltd., a single purpose entity to be used for the exclusive marketing of Altrazeal® throughout the European Union, Australia, New Zealand, North Africa, and the Middle East.  As a result of this transaction, we received a non-dilutable 25% ownership interest in Altrazeal Trading Ltd.  On February 1, 2014, Altrazeal Trading Ltd. transferred all of their rights and obligations under the existing shareholders’ agreement to Altrazeal Trading GmbH.

Audited financial statements of Altrazeal Trading Ltd. for the years ended December 31, 2012 and 2013 and unaudited financial statements for the three months and six months ended June 30, 2014 have not been released to us and, therefore, we have not included the effect of the financial activities of Altrazeal Trading Ltd. in our financial statements for each reporting period.  We believe that our share of the cumulative losses of Altrazeal Trading Ltd. for the years ended December 31, 2012 and 2013 and for the three months and six months ended June 30, 2014 would exceed the carrying value of our investment, therefore the equity method of accounting would be suspended for such reporting periods and no additional losses would be charged to operations.

Based upon updated unaudited financial statements received in May 2014, our unrecorded share of Altrazeal Trading Ltd. losses for the year ended December 31, 2012 totaled $129,207.

Summarized financial information for our investment in Altrazeal Trading Ltd. assuming 100% ownership is as follows:

Altrazeal Trading Ltd.	December 31, 2012
Balance sheet
Total assets	$	136,661
Total liabilities	$	660,006
Total stockholders’ equity	$	(523,345	)
Statement of operations
Revenues	$	61,028
Net (loss)	$	(516,829	)

ORADISC GmbH

On October 19, 2012, we executed a shareholders’ agreement for the establishment of ORADISC GmbH, a single purpose entity to be used for the exclusive development and marketing of OraDisc™ erodible film technology products.  We received a non-dilutable 25% ownership interest in ORADISC GmbH.

As of June 30, 2014, ORADISC GmbH had not begun operations and accordingly the net book value of the investee assets had not been determined and there were no equity method investee gains or losses for the three months and six months ended June 30, 2014.

Altrazeal AG

On February 1, 2014, we executed a shareholders’ agreement with Altrazeal AG, a single purpose entity for the marketing of Altrazeal® in several territories, including Africa (markets not already licensed), Latin America, Georgia, Turkmenistan, Ukraine, the Commonwealth of Independent States, Jordan, Syria, Asia and the Pacific (excluding China, Hong Kong, Macau, Taiwan, South Korea, Japan, Australia, and New Zealand).  As a result of this transaction, we received a non-dilutable 25% ownership interest in Altrazeal AG.

Financial statements of Altrazeal AG for the three months and six months ended June 30, 2014 have not been released to us and, therefore, we have not included the effect of the financial activities of Altrazeal AG in our financial statements for such reporting period.  We believe that our share of the cumulative losses of Altrazeal AG for the three months and six months ended June 30, 2014 would exceed the carrying value of our investment, therefore the equity method of accounting would be suspended for such reporting periods and no additional losses would be charged to operations.

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NOTE 10. ACCRUED LIABILITIES

Accrued liabilities consisted of the following at June 30, 2014 and December 31, 2013:

Accrued Liabilities	June 30, 2014		December 31, 2013
Accrued taxes – payroll	$	106,299	$	106,299
Accrued compensation/benefits		49,972		148,683
Accrued insurance payable		---		60,113
Accrued property taxes		8,100		---
Product rebates/returns		14		32
Other		836		836
Total accrued liabilities	$	165,221	$	315,963

NOTE 11. CONVERTIBLE DEBT

Convertible Note – June 2012

On June 27, 2012, we entered into a Securities Purchase Agreement (the “Purchase Agreement”), related to our issuance of the June 2012 Note, with Inter-Mountain.  The purchase price for the June 2012 Note was paid $500,000 at closing in cash and $1,500,000 in the form of six Investor Notes in favor of the Company, each in the principal amount of $250,000 at an interest rate of 8.0% per annum, and each of which becomes due as the outstanding balance under the June 2012 Note is reduced to certain levels.  The purchase price of the June 2012 Note also reflected a $200,000 original issue discount and $10,000 in attorney’s fees. The Purchase Agreement also includes representations and warranties, restrictive covenants, and indemnification provisions standard for similar transactions.

The June 2012 Note bears interest at the rate of 8.0% per annum, with monthly installment payments of $83,333 commencing on the date that is the earlier of (i) thirty calendar days after the effective date of a registration statement registering the re-sale of the shares issuable upon conversion under the June 2012 Note or (ii) December 24, 2012, but in no event sooner than September 25, 2012.  At our option, subject to certain volume, price, and other conditions, the monthly installment payments on the June 2012 Note may be paid in whole, or in part, in cash or in our Common Stock.  If the monthly installment is paid in Common Stock, such shares being issued will be based on a price that is 80% of the average of the three lowest volume weighted average prices of the shares of Common Stock during the preceding twenty trading days.  The percentage declines to 70% if the average of the three lowest volume weighted average prices of the shares of Common Stock during the preceding twenty trading days is less than $0.05.

At the option of Inter-Mountain, the outstanding principal balance of the June 2012 Note may be converted into shares of our Common Stock at a conversion price of $0.35 per share, subject to certain pricing adjustments and ownership limitations.  The initial tranche was $710,000 and the six subsequent tranches are each $250,000, plus interest.  At our option, the outstanding principal balance of the June 2012 Note, or a portion thereof, may be prepaid in cash at 120% of the amount elected to be prepaid.  The June 2012 Note is secured by a Security Agreement pursuant to which we granted to Inter-Mountain a first-priority security interest in the assets held by the Company.

Events of default under the June 2012 Note include failure to make required payments or to deliver shares upon conversion, the entry of a $100,000 judgment not stayed within 30 days, breach of representations or covenants under the transaction documents, various events associated with insolvency or failure to pay debts, delisting of our Common Stock, a restatement of financial statements, and a default under certain other agreements.  In the event of default, the interest rate under the June 2012 Note increases to 18% and the June 2012 Note becomes callable at a premium.  In addition, the holder has all remedies under law and equity, including foreclosing on our assets under a Security Agreement with Inter-Mountain.

As part of the convertible debt financing, Inter-Mountain also received a total of seven warrants (the “Warrants”) to purchase, if they all vest, an aggregate of 3,142,857 shares of Common Stock, which number of shares could increase based upon the terms and conditions of the Warrants.  The Warrants have an exercise price of $0.35 per share, subject to certain pricing adjustments, and are exercisable, subject to vesting provisions and ownership limitations, until June 27, 2017.  Warrants for 785,714, 392,857, 392,857, and 392,857 shares of Common Stock vested on June 27, 2012, December 31, 2012, February 26, 2013, and July 15, 2013, respectively.  Each of the three remaining Warrants has terminated, as described below.  As of June 30, 2014, we have issued 725,274 shares of Common Stock to Inter-Mountain for the cashless exercise of three warrants that vested prior to February 26, 2013 to purchase 1,571,428 shares of Common Stock.  Such issuance of shares of Common Stock following the cashless exercise of three warrants by Inter-Mountain during 2013 was based upon an agreement in December 2013 with Inter-Mountain modifying the formula in the Warrants for determining the number of shares to be issued upon a cashless exercise.  As of June 30, 2014, there is one warrant that remains vested but unexercised for 392,857 shares of Common Stock.  Inter-Mountain delivered a notice of a cashless exercise with respect to this warrant on or about May 1, 2014 purporting to exercise it with respect to the delivery of 782,284 shares of Common Stock.  We believe that, as a result of the December 2013 agreement, the warrant is exercisable, on a cashless basis, with respect to only 261,516 shares of Common Stock as of May 1, 2014 and, as a result, have not honored such warrant exercise.

- 10 -

As part of the convertible debt financing, we entered into a Registration Rights Agreement whereby we agreed to prepare and file with the SEC a registration statement for the number of shares referred to therein no later than July 27, 2012 and to cause such registration statement to be declared effective no later than ninety days after such filing with the SEC and to keep such registration statement effective for a period of no less than one hundred and eighty days.  The Registration Rights Agreement also grants Inter-Mountain piggy-back registration rights with respect to future offerings by the Company.  In accordance with our obligations under the Registration Rights Agreement, we filed with the SEC a registration statement that was declared effective on July 31, 2012, which registration statement expired by rule on April 30, 2013.

On October 5, 2012, we and Inter-Mountain entered into a First Amendment to Buyer Trust Deed Note #1 for the purpose of revising certain terms and conditions contained in the Buyer Trust Deed Note #1, to include an updated schedule for the timing of certain payment obligations by Inter-Mountain contained therein.

On January 22, 2014, we provided notice to Inter-Mountain of our election to exercise our rights under the June 2012 Note and to offset amounts we owed to Inter-Mountain against amounts it owed to us under the Investor Notes. Our notice provided that such deduction and offset occurred on January 22, 2014, that we will not incur the 120% prepayment premium with respect to amounts paid under the June 2012 Note as a result of the deduction and offset, that no warrants will become exercisable as a result of the offset, and that any warrants unvested as of January 22, 2014 shall immediately and automatically terminate.   As a result of the deduction and offset, the outstanding amount owed under the June 2012 Note was reduced to approximately $317,000 as of January 22, 2014.

On February 27, 2014 and on March 3, 2014, we received conversion notices from Inter-Mountain whereby we issued an aggregate of 435,502 shares of Common Stock for the final payment of approximately $152,000 due under the June 2012 Note.

Convertible Note – July 2011

On July 28, 2011, we completed a convertible debt financing for $125,000 with Mr. Kerry P. Gray, the Company’s Chairman, President, and Chief Executive Officer (the “July 2011 Note”).  The July 2011 Note bears interest at the rate of 10.0% per annum, with annual payments of interest commencing on July 1, 2012.  The full amount of principal and any unpaid interest will be due on July 28, 2014.  The outstanding principal balance of the July 2011 Note may be converted into shares of the Company’s Common Stock, at the option of the note holder and at any time, at a conversion price of $1.08 per share or 115,741 shares of Common Stock.  We may force conversion of the July 2011 Note if our Common Stock trades for a defined period of time at a price greater than $2.16.  The July 2011 Note is collateralized by the grant of a security interest in the inventory, accounts receivables and capital equipment held by the Company.  The securities issuable on conversion have not been registered under the Securities Act of 1933 and may not be sold absent registration or an applicable exemption from the registration requirements.  As part of the convertible debt financing, Mr. Gray also received a warrant to purchase up to 34,722 shares of the Company’s Common Stock.  The warrant has an exercise price of $1.08 per share and is exercisable at any time until July 28, 2016.

On July 3, 2012, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2012 of $11,542 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the July 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2012.  Commencing on July 1, 2012, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $11,542 until the relevant payment date.  On September 5, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2012 of $11,542 and accrued interest thereon of $1,643.

On July 1, 2013, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2013 of $12,501 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the July 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2013.  Commencing on July 1, 2013, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $12,501 until the relevant payment date.  On October 28, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2013 of $12,501 and accrued interest thereon of $492.

On July 28, 2014, we issued 115,741 shares of Common Stock to Mr. Gray for the conversion and final payment of $125,000 due under the July 2011 Note and remitted to Mr. Gray the annual interest due on July 28, 2014 of $13,457.

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Convertible Note – June 2011

On June 13, 2011, we completed a $140,000 convertible debt financing with Mr. Gray (the “June 2011 Note”).  The June 2011 Note bears interest at the rate of 10% per annum, with annual payments of interest commencing on July 1, 2012.  The full amount of principal and any unpaid interest will be due on June 13, 2014.  The outstanding principal balance of the June 2011 Note may be converted into shares of the Company’s Common Stock, at the option of the note holder and at any time, at a conversion price of $1.20 per share or 116,667 shares of Common Stock.  We may force conversion of the convertible note if our Common Stock trades for a defined period of time at a price greater than $1.80.  The June 2011 Note is collateralized by the grant of a security interest in the inventory, accounts receivables, and capital equipment held by the Company.  The securities issuable on conversion have not been registered under the Securities Act of 1933 and may not be sold absent registration or an applicable exemption from the registration requirements.  As part of the convertible debt financing, Mr. Gray also received a warrant to purchase up to 35,000 shares of the Company’s Common Stock.  The warrant has an exercise price of $1.20 per share and is exercisable at any time until June 13, 2016.

On July 3, 2012, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2012 of $14,653 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the June 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2012.  Commencing on July 1, 2012, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $14,653 until the relevant payment date.  On September 5, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2012 of $14,653 and accrued interest thereon of $2,080.

On July 1, 2013, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2013 of $14,001 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the June 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2013.  Commencing on July 1, 2013, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $14,001 until the relevant payment date.  On October 28, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2013 of $14,001 and accrued interest thereon of $553.

On June 13, 2014, we issued 116,667 shares of Common Stock to Mr. Gray for the conversion and final payment of $140,000 due under the June 2011 Note and remitted to Mr. Gray the annual interest due on June 13, 2014 of $13,346.

We account for convertible debt using specific guidelines in accordance with U.S. GAAP.  We allocated the value of the proceeds received to the convertible instrument and to the warrant on a relative fair value basis.  We calculated the fair value of the warrant issued with the convertible instrument using the Black-Scholes valuation method, using the same assumptions used for valuing employee stock options, except the contractual life of the warrant was used. Using the effective interest method, the allocated fair value was recorded as a debt discount and is being amortized over the expected term of the convertible debt to interest expense.

On the date of issuance of the June 2011 Note, the July 2011 Note, and the June 2012 Note, no portion of the proceeds were attributable to a beneficial conversion feature since the conversion price of the June 2011 Note, the July 2011 Note, and the June 2012 Note exceeded the market price of the Company’s Common Stock.

Information relating to our convertible notes payable is as follows:

									As of June 30, 2014
Transaction	Initial  Principal Amount		Interest Rate			Maturity Date	Conversion Price (1)		Principal Balance		Unamortized Debt Discount		Carrying Value
July 2011 Note	$	125,000		10.0	%	07/28/2014	$	1.08	$	125,000	$	552	$	124,448
Total	$	125,000							$	125,000	$	552	$	124,448

(1) On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

The amount of interest cost recognized from our convertible notes payable was $5,952 and $41,417 for the three months ended June 30, 2014 and 2013, respectively, and was $19,897 and $86,645 for the six months ended June 30, 2014 and 2013, respectively.

The amount of debt discount amortized from our convertible notes payable was $2,655 and $44,683 for the three months ended June 30, 2014 and 2013, respectively, and was $22,320 and $89,461 for the six months ended June 30, 2014 and 2013, respectively.

The future minimum payments relating to our convertible notes payable, as of June 30, 2014, are as follows:

	Payments Due By Period
Transaction	Total		2014 (Six Months)		2015		2016		2017		2018
July 2011 Note	$	125,000	$	125,000	$	---	$	---	$	---	$	---
Total	$	125,000	$	125,000	$	---	$	---	$	---	$	---

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NOTE 12. EQUITY TRANSACTIONS

Common Stock Transactions

March 2013 Offering

On March 14, 2013, we entered into a Securities Purchase Agreement (the “March SPA”) with Kerry P. Gray, the Company’s Chairman, President, and Chief Executive Officer and Terrance K. Wallberg, the Company’s Vice President and Chief Financial Officer (collectively, the “Investors”) relating to an equity investment of $440,000 by the Investors for 1,100,000 shares of our Common Stock (the “March Shares”) and warrants to purchase up to 660,000 shares of our Common Stock (the “March Warrants”) (the “March 2013 Offering”).  Under the March SPA, the purchase and sale of the March Shares and March Warrants took place at four closings over twelve months, with $88,000 being funded at the initial closing under the March SPA, $110,000 being funded on the four-month anniversary of the initial closing, $132,000 being funded on the eight-month anniversary of the initial closing, and $110,000 being funded on the one-year anniversary of the initial closing.  The March Warrants have a fixed exercise price of $0.60 per share, become exercisable in tranches on each of the four funding dates, and expire on the five-year anniversary of the initial closing.  On March 14, 2013, we closed the March 2013 Offering and received the initial funding tranche of $88,000 for the purchase of 220,000 shares of our Common Stock.  We received subsequent funding tranches of $110,000, $132,000, and $110,000 for the purchase of 275,000, 330,000, and 275,000 shares of our Common Stock on July 15, 2013, November 14, 2013, and March 14, 2014, respectively.

January 2013 Offering

On December 21, 2012, we entered into a Securities Purchase Agreement (the “SPA”) with IPMD GmbH (“IPMD”) relating to an equity investment of $2,000,000 by IPMD for 5,000,000 shares of our Common Stock (the “Shares”) and warrants to purchase up to 3,000,000 shares of our Common Stock (the “Warrants”) (the “January 2013 Offering”).  Under the SPA, the purchase and sale of the Shares and Warrants took place at four closings over twelve months, with $400,000 being funded at the initial closing under the SPA, $500,000 being funded on the four-month anniversary of the initial closing, $600,000 being funded on the eight-month anniversary of the initial closing, and $500,000 being funded on the one-year anniversary of the initial closing.  The Warrants have a fixed exercise price of $0.60 per share, become exercisable in tranches on each of the four funding dates, and expire on the one-year anniversary of the initial closing.  On January 3, 2013, we closed the January 2013 Offering and received the initial funding tranche of $400,000 for the purchase of 1,000,000 shares of our Common Stock.  We received subsequent funding tranches of $500,000, $300,000, $300,000, and $500,000 for the purchase of 1,250,000, 750,000, 750,000, and 1,250,000 shares of our Common Stock on May 7, 2013, September 6, 2013, October 24, 2013, and January 6, 2014 respectively.

In the SPA, we also agree to appoint up to two directors nominated by IPMD to serve on our Board of Directors.  On January 17, 2013, the Board of Directors of the Company appointed Helmut Kerschbaumer and Klaus Kuehne to each serve as a director of the Company.  Messrs. Kerschbaumer and Kuehne are the designees of IPMD to serve on the Company’s Board of Directors pursuant to covenants in the SPA with IPMD.

On January 3, 2014, the Warrants vested with respect to 3,000,000 shares of our Common Stock and were exercised by IPMD on that date pursuant to a Notice of Exercise, accepted by the Company, that provided for the issuance of 750,000 shares of Common Stock on each of January 31, 2014, February 28, 2014, March 31, 2014, and April 30, 2014 in exchange for the payment of $450,000 on each such date.

On January 31, 2014, IPMD entered into an Assignment Agreement (the “Assignment Agreement”) with The Punch Trust (“TPT”) and Michael I. Sacks (“Sacks”) pursuant to which IPMD assigned to TPT and Sacks its rights and interests to purchase up to 3,000,000 shares of our Common Stock as detailed in the Warrants and the Notice of Exercise.  Neither TPT nor Sacks paid any monetary consideration to IPMD in connection with the assignments under the Assignment Agreement.

Concurrent with the assignment under the Assignment Agreement described above, ULURU, TPT, Sacks, and IPMD entered into an Implementation Agreement (the “Implementation Agreement”) pursuant to which we consented and agreed to the assignment of the Warrants to TPT and Sacks.  We also agreed to issue and facilitate the delivery of the shares of Common Stock under the Warrants to TPT and Sacks upon their payment of the corresponding purchase price due under the Warrants.  Under the terms of the Warrants, Sacks made payments of $450,000 on each of January 31, 2014 and February 28, 2014 and $150,000 on each of March 31, 2014 and April 30, 2014.  The Company issued 750,000 shares of Common Stock to Sacks on each of January 31, 2014 and February 28, 2014 and 250,000 shares of Common Stock on each of March 31, 2014 and April 30, 2014.  Under the terms of the Warrants, TPT made payments of $300,000 on each of March 31, 2014 and April 30, 2014 and the Company issued 500,000 shares of Common Stock to TPT on each date, respectively.

On January 31, 2014, we also entered into a Registration Rights Agreement with TPT and Sacks whereby we agreed to prepare and file with the SEC a registration statement for the number of shares referred to therein within sixty days after request and to use commercially reasonable efforts to cause such registration statement to be declared effective with the SEC and to keep such registration statement effective for a period of eighty days and, if necessary, such eighty day period being extended for up to sixty additional days.

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NOTE 13. STOCKHOLDERS’ EQUITY

Common Stock

As of June 30, 2014, we had 24,454,777 shares of Common Stock issued and outstanding.  We issued 116,667 shares of Common Stock for the three months ended June 30, 2014 comprised of 116,667 shares of Common Stock issued for the conversion and final payment of the June 2011 Note held by Kerry Gray.

Preferred Stock

As of June 30, 2014, we had no shares of Series A Preferred Stock (the “Series A Shares”).  For the three months ended June 30, 2014, we did not issue or redeem any Series A Shares.

Warrants

The following table summarizes the warrants outstanding and the number of shares of Common Stock subject to exercise as of June 30, 2014 and the changes therein during the six months then ended:

	Number of Shares of Common Stock Subject to Exercise			Weighted – Average Exercise Price
Balance as of December 31, 2013		4,665,451		$	0.82
Warrants issued		80,000		$	1.20
Warrants exercised		(3,000,000	)	$	0.60
Warrants cancelled		---			---
Balance as of June 30, 2014 (1)		1,745,451		$	1.22

(1) As part of the June 2012 Note, Inter-Mountain received a total of seven warrants to purchase, if they all had vested, an aggregate of 3,142,857 shares of Common Stock, which number of shares could increase based upon the terms and conditions of the warrants.  The warrants have an exercise price of $0.35 per share, subject to certain pricing adjustments, and are exercisable, subject to vesting provisions and ownership limitations, until June 27, 2017.  Warrants for 785,714, 392,857, 392,857, and 392,857 shares of Common Stock vested on June 27, 2012, December 31, 2012, February 26, 2013, and July 15, 2013, respectively, and three warrants for 1,571,428 shares of Common Stock were exercised in 2013.  Such issuance of shares of Common Stock following the cashless exercise of three warrants by Inter-Mountain during 2013 was based upon an agreement in December 2013 with Inter-Mountain modifying the formula in the Warrants for determining the number of shares to be issued upon a cashless exercise.  On January 22, 2014, we elected to offset and deduct the three remaining Investor Notes from the principle amount due to Inter-Mountain under the June 2012 Note and as a result of the offset and deduction the three remaining warrants terminated.  For the purposes of this Table, only such net vested shares of Common Stock from one unexercised warrant (392,857 shares) have been included, based upon an exercise price of $0.35 per share of Common Stock.

For the six months ended June 30, 2014, we issued a warrant to Torrey Hills Capital, Inc., to purchase up to an aggregate of 80,000 shares of our Common Stock at an exercise price of $1.20 per share, for consulting services.

Of the warrant shares subject to exercise as of June 30, 2014, expiration of the right to exercise is as follows:

Date of Expiration	Number of Warrant Shares of Common Stock Subject to Expiration
July 23, 2014		69,050
May 15, 2015		357,155
June 13, 2016		35,000
July 16, 2016		116,667
July 28, 2016		34,722
June 27, 2017		392,857
March 14, 2018		660,000
January 15, 2019		80,000
Total		1,745,451

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NOTE 14. EARNINGS PER SHARE

Basic and Diluted Net Loss Per Share

In accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260, Earnings per Share, basic earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period.  Diluted earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period, increased to include potential dilutive common shares.  The effect of outstanding stock options, restricted vesting Common Stock, convertible debt, convertible preferred stock, and warrants, when dilutive, is reflected in diluted earnings (loss) per common share by application of the treasury stock method.  We have excluded all outstanding stock options, restricted vesting Common Stock, convertible debt, convertible preferred stock, and warrants from the calculation of diluted net loss per common share because all such securities are antidilutive for all periods presented.

Shares used in calculating basic and diluted net loss per common share exclude these potential common shares as of June 30, 2014 and December 31, 2013:

	June 30, 2014		December 31, 2013
Warrants to purchase Common Stock		1,745,451		4,665,451
Stock options to purchase common stock		1,014,907		1,014,907
Unvested restricted common stock		---		---
Common stock issuable upon the assumed conversion of our convertible note payable from June 2012 (1)		---		3,124,680
Common stock issuable upon the assumed conversion of our convertible note payable from June 2011 (2)		---		127,712
Common stock issuable upon the assumed conversion of our convertible note payable from July 2011 (2)		115,741		125,603
Total		2,876,099		9,058,353

(1)

The outstanding principal balance and the accrued and unpaid interest of the June 2012 Note may be converted, at the option of Inter-Mountain, into shares of Common Stock at a conversion price of $0.35 per share, subject to certain pricing adjustments and ownership limitations.  For the purposes of this Table, we have assumed a conversion price of $0.35 per share and no ownership limitations.  On February 27, 2014 and on March 3, 2014, we received conversion notices from Inter-Mountain whereby we issued an aggregate of 435,502 shares of Common Stock for the final payment of approximately $152,000 due under the June 2012 Note.

(2)

On June 13, 2014, Mr. Gray elected to convert the outstanding principal balance ($140,000) of the June 2011 Note and we issued 116,667 shares of Common Stock for such conversion.  On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

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NOTE 15. SHARE BASED COMPENSATION

The Company’s share-based compensation plan, the 2006 Equity Incentive Plan (“Equity Incentive Plan”), is administered by the compensation committee of the Board of Directors (“Board”), which selects persons to receive awards and determines the number of shares subject to each award and the terms, conditions, performance measures and other provisions of the award.

Our Board granted the following incentive stock option awards to executives or employees and nonstatutory stock option awards to directors or non-employees for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended  June 30,
	2014		2013		2014		2013
Incentive Stock Options  (1)
Quantity		---		---		---		232,500
Weighted average fair value per share		---		---		---	$	0.24
Fair value		---		---		---	$	56,112
Nonstatutory Stock Options  (2)
Quantity		---		---		---		735,000
Weighted average fair value per share		---		---		---	$	0.24
Fair value		---		---		---	$	177,388

(1)	The Company did not award any incentive stock options for the three months ended June 30, 2014 and 2013, respectively.
(2)	The Company did not award any nonstatutory stock options for the three months ended June 30, 2014 and 2013, respectively.

We account for share-based compensation under FASB ASC Topic 718, Stock Compensation, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, consultants, and directors based on estimated fair values of the award on the grant date.  We use the Black-Scholes option-pricing model to estimate the fair value of share-based awards with the following weighted average assumptions:

	Six Months Ended June 30,
	2014		2013
Incentive Stock Options
Expected volatility  (1)		---		103.55	%
Risk-free interest rate %  (2)		---		0.81	%
Expected term (in years)		---		5.0
Dividend yield  (3)		---		---
Forfeiture rate		---		---
Nonstatutory Stock Options
Expected volatility  (1)		---		103.55	%
Risk-free interest rate %  (2)		---		0.81	%
Expected term (in years)		---		5.0
Dividend yield  (3)		---		---
Forfeiture rate		---		---

(1)	Expected volatility assumption was based upon a combination of historical stock price volatility measured on a daily basis and an estimate of expected future stock price volatility
(2)	Risk-free interest rate assumption is based upon U.S. Treasury bond interest rates appropriate for the term of the stock options.
(3)	The Company does not currently intend to pay cash dividends, thus has assumed a 0% dividend yield.

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Stock Options (Incentive and Nonstatutory)

The following table summarizes share-based compensation related to stock options for the three and six months ended June 30:

	Three Months Ended  June 30,				Six Months Ended  June 30,
	2014		2013		2014		2013
Research and development	$	5,365	$	5,365	$	10,672	$	6,013
Selling, general and administrative		17,018		16,419		36,251		24,752
Total share-based compensation expense	$	22,383	$	21,784	$	46,923	$	30,765

At June 30, 2014, the balance of unearned share-based compensation to be expensed in future periods related to unvested stock option awards, as adjusted for expected forfeitures, is approximately $105,520.  The period over which the unearned share-based compensation is expected to be recognized is approximately twenty one months.

The following table summarizes the stock options outstanding and the number of shares of Common Stock subject to exercise as of June 30, 2014 and the changes therein during the six months then ended:

	Stock Options		Weighted Average Exercise Price per Share
Outstanding as of December 31, 2013		1,014,907	$	2.12
Granted		---		---
Forfeited/cancelled		---		---
Exercised		---		---
Outstanding as of June 30, 2014		1,014,907	$	2.12

The following table presents the stock option grants outstanding and exercisable as of June 30, 2014:

Options Outstanding						Options Exercisable
Stock Options Outstanding		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Life in Years		Stock Options Exercisable		Weighted Average Exercise Price per Share
	892,500	$	0.33		8.7		272,500	$	0.33
	53,334		2.38		4.0		53,334		2.38
	30,002		14.40		2.8		30,002		14.40
	39,071		33.35		3.3		39,071		33.35
	1,014,907	$	2.12		8.1		394,907	$	4.94

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Restricted Stock Awards

Restricted stock awards, which typically vest over a period of two to five years, are issued to certain key employees and are subject to forfeiture until the end of an established restriction period.  We utilize the market price on the date of grant as the fair market value of restricted stock awards and expense the fair value on a straight-line basis over the vesting period.

The following table summarizes share-based compensation related to restricted stock awards for the three and six months ended June 30:

	Three Months Ended  June 30,				Six Months Ended  June 30,
	2014		2013		2014		2013
Research and development	$	---	$	---	$	---	$	444
Selling, general and administrative		---		---		---		547
Total share-based compensation expense	$	---	$	---	$	---	$	991

At June 30, 2014, the balance of unearned share-based compensation to be expensed in future periods related to restricted stock awards, as adjusted for expected forfeitures, is zero.

The following table summarizes the non-vested restricted stock awards outstanding and the number of shares of Common Stock subject to potential issue as of June 30, 2014 and the changes therein during the six months then ended:

	Restricted stock		Weighted Average Grant Date Fair Value
Outstanding as of December 31, 2013		---		---
Shares granted		---		---
Shares forfeited/cancelled		---		---
Shares exercised/issued		---		---
Outstanding as of June 30, 2014		---		---

Summary of Plans

2006 Equity Incentive Plan

In March 2006, our Board adopted and our stockholders approved our Equity Incentive Plan, which initially provided for the issuance of up to 133,333 shares of our Common Stock pursuant to stock option and other equity awards.  At the annual meetings of the stockholders held on May 8, 2007, December 17, 2009, June 15, 2010, June 14, 2012, June 13, 2013, and on June 5, 2014, our stockholders approved amendments to the Equity Incentive Plan to increase the total number of shares of Common Stock issuable under the Equity Incentive Plan pursuant to stock options and other equity awards by 266,667 shares, 200,000 shares, 200,000 shares, 400,000 shares, 600,000 shares, and 1,000,000 shares, respectively, to a total of 2,800,000 shares.

In December 2006, we began issuing stock options to employees, consultants, and directors.  The stock options issued generally vest over a period of one to four years and have a maximum contractual term of ten years.  In January 2007, we began issuing restricted stock awards to our employees.  Restricted stock awards generally vest over a period of six months to five years after the date of grant.  Prior to vesting, restricted stock awards do not have dividend equivalent rights, do not have voting rights and the shares underlying the restricted stock awards are not considered issued and outstanding.  Shares of Common Stock are issued on the date the restricted stock awards vest.

As of June 30, 2014, we had granted options to purchase 1,376,167 shares of Common Stock since the inception of the Equity Incentive Plan, of which 1,014,907 were outstanding at a weighted average exercise price of $2.12 per share, and we had granted awards for 68,616 shares of restricted stock since the inception of the Equity Incentive Plan, of which none were outstanding.  As of June 30, 2014, there were 1,715,647 shares that remained available for future grants under our Equity Incentive Plan.

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NOTE 16. FAIR VALUE MEASUREMENTS

In accordance with FASB ASC Topic 820, Fair Value Measurements, (“ASC Topic 820”) certain assets and liabilities of the Company are required to be recorded at fair value.  Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants.  The guidance in ASC Topic 820 also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimized the use of unobservable inputs by requiring that the most observable inputs be used when available.

Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on our market assumptions.  Unobservable inputs require significant management judgment or estimation.  In some cases, the inputs used to measure an asset or liability may fall into different levels of the fair value hierarchy.  In those instances, the fair value measurement is required to be classified using the lowest level of input that is significant to the fair value measurement.  Such determination requires significant management judgment.

The three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies, is as follows:

Level 1 — Valuations based on quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 — Valuations based on observable inputs other than quoted prices in Level 1, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and other inputs that are observable or can be corroborated by observable market data.

Level 3 — Valuations based on unobservable inputs reflecting the Company’s own assumptions, consistent with reasonably available assumptions made by other market participants.

Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurements.  We review the fair value hierarchy classification on a quarterly basis.  Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy.

Our financial instruments, including cash, cash equivalents, accounts receivable, and accounts payable are carried at cost, which approximates their fair value because of the short-term maturity of these instruments.  We believe that the carrying value of our other receivable and convertible note payable balances approximates fair value based on a valuation methodology using the income approach and a discounted cash flow model.

The following table summarizes the fair value of our financial instruments at June 30, 2014 and December 31, 2013.

Description	June 30, 2014		December 31, 2013
Assets:
Notes receivable and accrued interest		---	$	777,710
Liabilities:
Convertible note – June 2011		---	$	138,220
Convertible note – July 2011	$	124,448	$	120,738
Convertible note – June 2012		---	$	888,099

NOTE 17. INCOME TAXES

There was no current federal tax provision or benefit recorded for any period since inception, nor were there any recorded deferred income tax assets, as such amounts were completely offset by valuation allowances.

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NOTE 18. COMMITMENTS AND CONTINGENCIES

Operating Leases

On January 31, 2006 we entered into a lease agreement for office and laboratory space in Addison, Texas.  The lease commenced on April 1, 2006 and originally continued until April 1, 2013.  The lease required a minimum monthly lease obligation of $9,330, which was inclusive of monthly operating expenses, until April 1, 2011 and at such time increased to $9,776, which was inclusive of monthly operating expenses.  On February 22, 2013, we executed an Amendment to Lease Agreement (the “Lease Amendment”) that renewed and extended our lease until March 31, 2015.  The Lease Amendment required a minimum monthly lease obligation of $9,193, which was inclusive of monthly operating expenses, until March 31, 2014 and at such time, increased to $9,379, which is inclusive of monthly operating expenses.

On December 10, 2010 we entered into a lease agreement for certain office equipment.  The lease, which commenced on February 1, 2011 and continues until February 1, 2015, requires a minimum lease obligation of $744 per month.

The future minimum lease payments under the 2013 office lease and the 2010 equipment lease are as follows as of June 30, 2014:

Calendar Years	Future Lease Expense
2014 (Six months)	$	60,737
2015		28,881
2016		---
2017		---
2018		---
Total	$	89,618

Rent expense for our operating leases amounted to $30,446 and $30,014 for the three months ended June 30, 2014 and 2013, respectively, and $60,826 and $55,042 for the six months ended June 30, 2014 and 2013, respectively.

Indemnification

In the normal course of business, we enter into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. Our exposure under these agreements is unknown because it involves claims that may be made against us in the future, but have not yet been made. To date, we have not paid any claims or been required to defend any action related to our indemnification obligations. However, we may record charges in the future as a result of these indemnification obligations.

In accordance with our restated articles of incorporation and our amended and restated bylaws, we have indemnification obligations to our officers and directors for certain events or occurrences, subject to certain limits, while they are serving at our request in their respective capacities. There have been no claims to date and we have a director and officer insurance policy that enables us to recover a portion of any amounts paid for future potential claims. We have also entered into contractual indemnification agreements with each of our officers and directors.

Related Party Transactions and Concentration

On January 17, 2013, the Board of Directors of the Company appointed Helmut Kerschbaumer and Klaus Kuehne to each serve as a director of the Company.  Mr. Kerschbaumer currently serves as a director of IPMD, Altrazeal Trading GmbH, Altrazeal AG, and Melmed Holding AG (collectively, the “Altrazeal Distributors”) and Mr. Kuehne currently serves as a director of Altrazeal AG.  In such capacities, Mr. Kerschbaumer may be considered, either singularly or collectively, to have control of, and make investment and business decisions on behalf of the Altrazeal Distributors and Mr. Kuehne may be considered, either singularly of collectively, to have control of, and make investment and business decisions on behalf of Altrazeal AG.

Currently, we are party to License and Supply Agreements with Altrazeal Trading GmbH, Altrazeal AG, and Melmed Holding AG for the marketing and distribution of Altrazeal in various international territories.  On December 21, 2012, we entered into a Securities Purchase Agreement with IPMD as described in more detail in Note 12.

For the six months ended June 30, 2014 and 2013, the Company recorded product sales, in approximate numbers, of $244,000 and $71,000, respectively, with the various Altrazeal Distributors, which represented approximately 78% and 54% of our total revenues.

As of June 30, 2014 and December 31, 2013, Altrazeal Distributors had an outstanding accounts receivable, in approximate numbers, of $424,000 and $174,000, respectively, which represented approximately 99% and 97% of our gross outstanding accounts receivables.

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Related Party Obligations

Since 2011, our named executive officers and certain key executives have temporarily deferred portions of their compensation as part of a plan to conserve the Company’s cash and financial resources.

As of June 30, 2014, the following table summarizes the compensation temporarily deferred and subsequent repayments:

Name	2014			2013			2012		2011		Total
Kerry P. Gray (1) (2)	$	(257,500	)	$	(91,000	)	$	220,673	$	140,313	$	12,486
Terrance K. Wallberg		(25,000	)		(35,769	)	$	24,230	$	36,539		---
Key executives		(28,239	)		(20,000	)	$	27,253	$	20,986		---
Total	$	(310,739	)	$	(146,769	)	$	272,156	$	197,838	$	12,486

(1)

During 2014, Mr. Gray was repaid $257,500 of temporarily deferred compensation, of which $100,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

(2)

During 2013, Mr. Gray temporarily deferred compensation of $221,500 which consisted of $11,500 earned pursuant to a Separation Agreement and $210,000 for his duties as Chairman of the Executive Committee of the Company’s Board of Directors.  During 2013, Mr. Gray was also repaid $312,500 of temporarily deferred compensation, of which $300,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

As of June 30, 2014 and December 31, 2013, the Company’s obligation for temporarily deferred compensation was $12,486 which was included in accrued liabilities, and $323,225 of which $207,500 was included in accounts payable and $115,725 was included in accrued liabilities, respectively.

Contingent Milestone Obligations

We are subject to paying Access Pharmaceuticals, Inc. (“Access”) for certain milestones based on our achievement of certain annual net sales, cumulative net sales, and/or our having reached certain defined technology milestones including licensing agreements and advancing products to clinical development.  As of June 30, 2014, the future milestone obligations that we are subject to paying Access, if the milestones related thereto are achieved, total $4,750,000.  Such milestones are based on total annual sales of 20 and 40 million dollars of certain products, annual sales of 20 million dollars of any one certain product, and cumulative sales of such products of 50 and 100 million dollars.

On March 7, 2008, we terminated the license agreement with ProStrakan Ltd. for Amlexanox-related products in the United Kingdom and Ireland.  As part of the termination, we agreed to pay ProStrakan Ltd. a royalty of 30% on any future payments received by us from a new licensee in the United Kingdom and Ireland territories, up to a maximum of $1,400,000.  On November 17, 2008, we entered into a licensing agreement for Amlexanox-related product rights to the United Kingdom and Ireland territories with MEDA AB.

NOTE 19. LEGAL PROCEEDINGS

From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. We are not currently a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, would have a material adverse effect on the results of our operations or financial position. There are no material proceedings to which any director, officer or any of our affiliates, any owner of record or beneficially of more than five percent of any class of our voting securities, or any associate of any such director, officer, our affiliates, or security holder, is a party adverse to us or our consolidated subsidiary or has a material interest adverse thereto.

NOTE 20. SUBSEQUENT EVENTS

On July 28, 2014, we issued 115,741 shares of Common Stock to Mr. Gray for the conversion and final payment of $125,000 due under the July 2011 Note and remitted to Mr. Gray the annual interest due on July 28, 2014 of $13,457.

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ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

You should read the following discussion and analysis together with all financial and non-financial information appearing elsewhere in this report and with our consolidated financial statements and related notes included in our 2013 Annual Report on Form 10-K, referred to as our 2013 Form 10-K, which has been previously filed with the Securities and Exchange Commission on March 31, 2014, including the risk factors set forth therein.  In addition to historical information, the following discussion and other parts of this report contain forward-looking information that involve risks and uncertainties, including the statement that our cash and cash equivalents are sufficient to fund our operations and capital expenditures through 2014 and beyond.  Our actual results could differ materially from those anticipated by such forward-looking information due to competitive factors and other risks discussed in our 2013 Form 10-K under “Risks Associated with our Business”.

Business Overview

ULURU Inc. (hereinafter “we”, “our”, “us”, “ULURU”, or the “Company”) is a Nevada corporation.  We are a diversified specialty pharmaceutical company committed to developing and commercializing a broad range of innovative wound care and muco-adhesive film products based on our patented Nanoflex® and OraDiscTM technologies, with the goal of improving outcomes for patients, health care professionals, and health care payers.

Our strategy is twofold:

§	Establish the foundation for a market leadership position in wound management by developing and commercializing a customer focused portfolio of innovative wound care products based on the Nanoflex® technology to treat the various phases of wound healing; and
§	Develop our oral-transmucosal technology (OraDiscTM) and generate revenues through multiple licensing agreements.

Utilizing our technologies, three of our products have been approved for marketing in various global markets.  In addition, numerous additional products are under development utilizing our patented Nanoflex® and OraDiscTM technologies.

Altrazeal® Transforming Powder Dressing, based on our Nanoflex® technology, has the potential to change the way health care providers approach their treatment of wounds.  Launched domestically in September 2008 and internationally in July 2012, the product is indicated for exuding wounds such as partial thickness burns, donor sites, abrasions, surgical, acute and chronic wounds.

Aphthasol®, our Amlexanox 5% paste product, is the first drug approved by the FDA for the treatment of canker sores.

OraDisc™ A was initially developed as a drug delivery system to treat canker sores with the same active ingredient (amlexanox) that is used in Aphthasol® paste. We anticipate that higher amlexanox concentrations will be achieved at the disease site, increasing the effectiveness of the product.  OraDisc™ A was approved by the FDA in September 2004.

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Recent Developments

Altrazeal® marketing and licensing activities

On September 30, 2013, we executed an Exclusive License and Supply Agreement with Altrazeal AG (the “AG Agreement”) to market Altrazeal® in several territories, including Africa (markets not already licensed), Latin America, Georgia, Turkmenistan, Ukraine, and the Commonwealth of Independent States.  Under the terms of the AG Agreement, we received an up-front licensing payment, will receive certain royalties on product sales within the territories, and will supply Altrazeal® at an agreed upon price.  On February 1, 2014, we executed a shareholders’ agreement with Altrazeal AG and received a non-dilutable 25% ownership interest in Altrazeal AG.

In October 2013 and February 2014, we executed amendments to the AG Agreement for the purpose of expanding the territories to include Asia and the Pacific (excluding China, Hong Kong, Macau, Taiwan, South Korea, Japan, Australia, and New Zealand), Jordan, and Syria.  It is anticipated that Altrazeal® will be launched in a number of these markets in 2014.

In February 2014, we executed an amendment to the Melmed Agreement for the purpose of expanding the territories to include Albania, Bosnia, Croatia, Kosovo, Macedonia, Montenegro, and Serbia.  It is anticipated that Altrazeal® will be launched in a number of these markets in 2014.  Currently, such marketing efforts are being performed by Altrazeal Trading GmbH, an affiliate of Melmed Holding AG.

On May 27, 2014, we announced the completion of initial shipments of Altrazeal® to Spain, Portugal, and Italy.  On July 8, 2014, we announced the completion of initial shipments of Altrazeal® to Serbia, Macedonia, Montenegro and Afghanistan.  In addition, the international marketing network has been expanded to include Russia, Greece and the United Arab Emirates.

Repayment of Convertible Note – June 2012

On January 22, 2014, we provided notice to Inter-Mountain Capital Corp. (“Inter-Mountain”) of our election to exercise our rights under the $2,210,000 Secured Convertible Note issued to Inter-Mountain (the “June 2012 Note”) and to offset amounts we owed to Inter-Mountain against amounts it owed to us under certain Investor Notes. Our notice provided that such deduction and offset occurred on January 22, 2014, that we will not incur the 120% prepayment premium with respect to the June 2012 Note as a result of the deduction and offset, that no warrants will become exercisable as a result of the offset, and that any warrants unvested as of January 22, 2014 shall immediately and automatically terminate.   As a result, the outstanding amount owed under the June 2012 Note was reduced to approximately $317,000 as of January 22, 2014.

On February 27, 2014 and on March 3, 2014, we received conversion notices from Inter-Mountain whereby we issued an aggregate of 435,502 shares of common stock for the final payment of approximately $152,000 due under the June 2012 Note.

Repayment of Convertible Note – July 2011

On July 28, 2011, we completed a convertible debt financing for $125,000 with Mr. Kerry P. Gray, the Company’s Chairman, President, and Chief Executive Officer (the “July 2011 Note”).  The July 2011 Note bears interest at the rate of 10.0% per annum, with annual payments of interest commencing on July 1, 2012.  The full amount of principal and any unpaid interest will be due on July 28, 2014.  On July 28, 2014, we issued 115,741 shares of Common Stock to Mr. Gray for the conversion and final payment of $125,000 due under the July 2011 Note and remitted to Mr. Gray the annual interest due on July 28, 2014 of $13,457.

Repayment of Convertible Note – June 2011

On June 13, 2011, we completed a $140,000 convertible debt financing with Mr. Gray (the “June 2011 Note”).  The June 2011 Note bears interest at the rate of 10% per annum, with annual payments of interest commencing on July 1, 2012.  The full amount of principal and any unpaid interest was due on June 13, 2014.  On June 13, 2014, we issued 116,667 shares of Common Stock to Mr. Gray for the conversion and final payment of $140,000 due under the June 2011 Note and remitted to Mr. Gray the annual interest due on June 13, 2014 of $13,346.

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RESULTS OF OPERATIONS

Fluctuations in Operating Results

Our results of operations have fluctuated significantly from period to period in the past and are likely to continue to do so in the future. We anticipate that our quarterly and annual results of operations will be impacted for the foreseeable future by several factors, including the timing and amount of payments received pursuant to our current and future collaborations, and the progress and timing of expenditures related to our development, commercialization, and sale efforts. Due to these fluctuations, we believe that the period-to-period comparisons of our operating results may not be a good indication of our future performance.

Comparison of the three months ended June 30, 2014 and 2013

Total Revenues

Revenues were approximately $209,000 for the three months ended June 30, 2014, as compared to revenues of approximately $29,000 for the three months ended June 30, 2013, and were comprised of, in approximate numbers, licensing fees of $14,000 from Altrazeal® and OraDisc™ licensing agreements, royalties of $17,000 from the sale of Altrazeal®, and product sales of approximately $178,000 for Altrazeal®.

The second quarter 2014 revenues represent an overall increase of approximately $180,000 versus the comparative second quarter 2013 revenues.  The increase in revenues is primarily attributable to, in approximate numbers, an increase of $160,000 in Altrazeal® product sales by our international distributors, an increase of $17,000 in royalties related to Altrazeal®, and an increase of $3,000 in Altrazeal® licensing.

 Costs and Expenses

Cost of Goods Sold

Cost of goods sold for the three months ended June 30, 2014 was approximately $113,000 and was comprised entirely of costs associated with Altrazeal®.  Cost of goods sold for the three months ended June 30, 2013 was approximately $3,000 and was comprised entirely of costs associated with Altrazeal®.

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Research and Development

Research and development expenses totaled approximately $184,000 for the three months ended June 30, 2014, including $5,000 in share-based compensation, as compared to approximately $211,000 for the three months ended June 30, 2013, which included $5,000 in share-based compensation.  The decrease of approximately $27,000 in research and development expenses was primarily due to, in approximate numbers, a decrease of $29,000 in regulatory costs, a decrease of $21,000 in direct research costs related to Altrazeal®, and a decrease of $13,000 in miscellaneous operating costs.  These expense decreases were partially offset by an increase of $36,000 in scientific compensation related primarily to a higher head count.

The direct research and development expenses for the three months ended June 30, 2014 and 2013 were, in approximate numbers, as follows:

	Three Months Ended June 30,
Technology	2014		2013
Wound care & nanoparticle	$	63,000	$	84,000
OraDisc™		4,000		4,000
Aphthasol® & other technologies		1,000		1,000
Total	$	68,000	$	89,000

Selling, General and Administrative

Selling, general and administrative expenses totaled approximately $411,000 for the three months ended June 30, 2014, including $17,000 in share-based compensation, as compared to approximately $352,000 for the three months ended June 30, 2013, which included $17,000 in share-based compensation.

The increase of approximately $60,000 in selling, general and administrative expenses was primarily due to, in approximate numbers, an increase of $27,000 in legal expenses related to a licensing agreement dispute, an increase of $26,000 in sales and marketing expenses, an increase of $22,000 in compensation costs, an increase of $4,000 related to property tax accruals, an increase of $5,000 in legal fees related to our patents, and an increase of $3,000 in investor relations consulting.  These expense increases were partially offset by a decrease of $27,000 related to doubtful account accruals.

Amortization of Intangible Assets

Amortization of intangible assets expense totaled approximately $118,000 for the three months ended June 30, 2014 as compared to approximately $118,000 for the three months ended June 30, 2013.  The expense for each period consists of amortization associated with our acquired patents.  There were no additional purchases of patents during the three months ended June 30, 2014 and 2013, respectively.

Depreciation

Depreciation expense totaled approximately $60,000 for the three months ended June 30, 2014 as compared to approximately $60,000 for the three months ended June 30, 2013.

Interest and Miscellaneous Income

Interest and miscellaneous income totaled approximately $500 for the three months ended June 30, 2014 as compared to approximately $18,000 for the three months ended June 30, 2013.  The decrease of approximately $17,000 in interest income is attributable to the offset in January 2014 of the outstanding Inter-Mountain notes receivable.

Interest Expense

Interest expense totaled approximately $33,000 for the three months ended June 30, 2014 as compared to approximately $128,000 for the three months ended June 30, 2013.  Interest expense is comprised of financing costs for our insurance policies, interest costs related to regulatory fees, and interest costs and amortization of debt discount and financing costs related to our convertible debt.  The decrease of approximately $95,000 is primarily attributable to the deduction and offset in January 2014 of the outstanding notes receivable against the outstanding principle due on the convertible promissory note with Inter-Mountain and the final payoff in March 2014 of the convertible promissory note with Inter-Mountain.

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Comparison of the six months ended June 30, 2014 and 2013

Total Revenues

Revenues were approximately $311,000 for the six months ended June 30, 2014, as compared to revenues of approximately $131,000 for the six months ended June 30, 2013, and were comprised of, in approximate numbers, licensing fees of $29,000 from Altrazeal® and OraDisc™ licensing agreements, royalties of $17,000 from the sale of Altrazeal®, and product sales of approximately $265,000 for Altrazeal®.

The six months ended June 30, 2014 revenues represent an overall increase of approximately $180,000 versus the comparative six months ended June 30, 2013 revenues.  The increase in revenues is primarily attributable to, in approximate numbers, an increase of $156,000 in Altrazeal® product sales by our international distributors, an increase of $17,000 in royalties related to Altrazeal®, and an increase of $7,000 in Altrazeal® licensing.

Costs and Expenses

Cost of Goods Sold

Cost of goods sold for the six months ended June 30, 2014 was approximately $154,000 and was comprised entirely of costs associated with Altrazeal®.  Cost of goods sold for the six months ended June 30, 2013 was approximately $44,000 and was comprised entirely of costs associated with Altrazeal®.

Research and Development

Research and development expenses totaled approximately $372,000 for the six months ended June 30, 2014, including $11,000 in share-based compensation, as compared to approximately $376,000 for the six months ended June 30, 2013, which included $6,000 in share-based compensation.  The decrease of approximately $4,000 in research and development expenses was primarily due to, in approximate numbers, a decrease of $47,000 in regulatory costs, a decrease of $30,000 in direct research costs related to Altrazeal®, and a decrease of $12,000 in miscellaneous operating costs.  There expense decreases were partially offset by an increase of $65,000 in scientific compensation related to share-based compensation and a higher head count and an increase of $20,000 in clinical study costs related to Altrazeal®.

The direct research and development expenses for the six months ended June 30, 2014 and 2013 were, in approximate numbers, as follows:

	Six Months Ended June 30,
Technology	2014		2013
Wound care & nanoparticle	$	124,000	$	154,000
OraDisc™		7,000		8,000
Aphthasol® & other technologies		2,000		1,000
Total	$	133,000	$	163,000

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Selling, General and Administrative

Selling, general and administrative expenses totaled approximately $880,000 for the six months ended June 30, 2014, including $36,000 in share-based compensation, as compared to approximately $612,000 for the six months ended June 30, 2013, which included $25,000 in share-based compensation.

The increase of approximately $268,000 in selling, general and administrative expenses was primarily due to, in approximate numbers, an increase of $142,000 in investor relations consulting related to share-based compensation, an increase of $66,000 in legal expenses related to a licensing agreement dispute, an increase of $46,000 in sales and marketing expenses, an increase of $10,000 in compensation costs related to share-based compensation, an increase of $11,000 in legal fees related to our patents, an increase of $10,000 in director fees related to share-based compensation, an increase of $8,000 related to property tax accruals, an increase of $6,000 in insurance costs, and an increase of $5,000 in miscellaneous expenses.  These expense increases were partially offset by a decrease of $27,000 related to doubtful account accruals and a decrease of $9,000 in consulting costs related to XBRL reporting.

Amortization of Intangible Assets

Amortization of intangible assets expense totaled approximately $236,000 for the six months ended June 30, 2014 as compared to approximately $236,000 for the six months ended June 30, 2013.  The expense for each period consists primarily of amortization associated with our acquired patents.  There were no additional purchases of patents during the six months ended June 30, 2014 and 2013, respectively.

Depreciation

Depreciation expense totaled approximately $120,000 for the six months ended June 30, 2014 as compared to approximately $126,000 for the six months ended June 30, 2013.  The decrease of approximately $6,000 is attributable to certain equipment being fully depreciated.

Interest and Miscellaneous Income

Interest and miscellaneous income totaled approximately $5,000 for the six months ended June 30, 2014 as compared to approximately $40,000 for the six months ended June 30, 2013.  The decrease of approximately $35,000 in interest income is attributable to the offset in January 2014 of the outstanding Inter-Mountain notes receivable.

Interest Expense

Interest expense totaled approximately $98,000 for the six months ended June 30, 2014 as compared to approximately $260,000 for the six months ended June 30, 2013.  Interest expense is comprised of financing costs for our insurance policies, interest costs related to regulatory fees, and interest costs and amortization of debt discount and financing costs related to our convertible debt.  The decrease of approximately $162,000 is primarily attributable to the deduction and offset in January 2014 of the outstanding notes receivable against the outstanding principle due on the convertible promissory note with Inter-Mountain and the final payoff in March 2014 of the convertible promissory note with Inter-Mountain.

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LIQUIDITY AND CAPITAL RESOURCES

We have funded our operations primarily through the public and private sales of convertible debentures and common stock.  Product sales, royalty payments, contract research, licensing fees and milestone payments from our corporate alliances have provided, and are expected in the future to provide, funding for operations. Our principal source of liquidity is cash and cash equivalents.  As of June 30, 2014 our cash and cash equivalents were approximately $720,000 which is an increase of approximately $715,000 as compared to our cash and cash equivalents at December 31, 2013 of approximately $5,000.  Our working capital (current assets less current liabilities) was approximately $(166,000) at June 30, 2014 as compared to our working capital at December 31, 2013 of approximately $(1,783,000).

Consolidated Cash Flow Data

	Six Months Ended June 30,
Net Cash Provided by (Used in)	2014			2013
Operating activities	$	(902,000	)	$	(842,000	)
Investing activities		(16,000	)		5,000
Financing activities		1,633,000			900,000
Net Increase in cash and cash equivalents	$	715,000		$	63,000

Operating Activities

For the six months ended June 30, 2014, net cash used in operating activities was approximately $902,000.  The principal components of net cash used for the six months ended June 30, 2014 were, in approximate numbers, our net loss of $1,401,000, a decrease of $344,000 in accounts payable due to timing of vendor payments, a decrease of $152,000 in accrued liabilities related to compensation and insurance, a decrease of $29,000 in deferred revenues due to amortization of revenues, and an increase of $244,000 in accounts receivable.  Our net loss for the six months ended June 30, 2014 included substantial non-cash charges of approximately $407,000 in the form of share-based compensation, amortization of patents, depreciation, amortization of debt discount, amortization of deferred financings costs, interest due on convertible notes settled with common stock, common stock and warrants issued for services, and the gain on early extinguishment of a convertible note.  The aforementioned net cash used for the six months ended June 30, 2014 was partially offset by, in approximate numbers, a decrease of $778,000 in notes receivable due to our offset in January 2014 of all outstanding Investor Notes issued by Inter-Mountain, a decrease of $47,000 in inventory, and a decrease of $36,000 in prepaid expenses.

For the six months ended June 30, 2013, net cash used in operating activities was approximately $842,000.  The principal components of net cash used for the six months ended June 30, 2013 were, in approximate numbers, our net loss of $1,479,000, a decrease in accounts payable of $533,000 due to timing of vendor payments, a decrease in accrued liabilities of $53,000 due primarily to the final installment payments on our insurance premium financing, a decrease in deferred revenues of $22,000 due to amortization of revenues, and the cancellation of a warrant issued for service for $49,000.  Our net loss for the six months ended June 30, 2013 included substantial non-cash charges of approximately $680,000 in the form of share-based compensation, amortization of patents, depreciation, amortization of debt discount, amortization of deferred financings costs, common stock issued for services, and interest due on convertible notes settled with common stock.  The aforementioned net cash used for the six months ended June 30, 2013 was partially offset by, in approximate numbers, a decrease in notes receivable of $363,000 due to remittance of an Investor Note by Inter-Mountain, a decrease in prepaid expenses of $117,000 due to amortization of expenses, a decrease in receivables of $95,000 due to collection activities, a decrease in inventory of $24,000 related to product sales, and an increase in accrued interest of $15,000 related to our convertible debt.

- 28 -

Investing Activities

Net cash used in investing activities for the six months ended June 30, 2014 was approximately $16,000 and relates to the purchase of manufacturing equipment.

Net cash provided by investing activities for the six months ended June 30, 2013 was approximately $5,000 and is comprised of the proceeds from the sale of manufacturing equipment.

Financing Activities

Net cash provided by financing activities for the six month ended June 30, 2014 was approximately $1,633,000 and was comprised of, in approximate numbers, the final funding of $500,000 from the sale of common stock and warrants pursuant to the January 2013 Offering,  the final funding $110,000 from the sale of common stock and warrants pursuant to the March 2013 Offering, the funding of $1,800,000 from the exercise of warrants to purchase 2,250,000 shares of common stock pursuant to the Implementation Agreement with Sacks and TPT, and the repayment of $777,000 of principle due on the convertible promissory note with Inter-Mountain attributable to the deduction and offset in January 2014 of the outstanding Investor Notes against the outstanding principle due on the convertible promissory note with Inter-Mountain.

Net cash provided by financing activities for the six month ended June 30, 2013 was approximately $900,000 and was comprised of, in approximate numbers, net proceeds of $895,000 from the sale of common stock and warrants pursuant to the January 2013 Offering, net proceeds of $86,000 from the sale of common stock and warrants pursuant to the March 2013 Offering, and payment of $81,000 for principle payments due on our convertible note with Inter-Mountain.

Liquidity

As of June 30, 2014, we had cash and cash equivalents of approximately $720,000.  We expect to use our cash, cash equivalents, and investments on working capital, general corporate purposes, property and equipment, and the payment of contractual obligations.  Our long-term liquidity will depend to a great extent on our ability to fully commercialize our Altrazeal® and OraDisc™ technologies; therefore we are continuing to look both domestically and internationally for opportunities that will enable us to expand our business.  At this time, we cannot accurately predict the effect of certain developments on the rate of sales growth, if any, during 2014 and beyond, such as the speed and degree of market acceptance, patent protection and exclusivity of our products, the impact of competition, the effectiveness of our sales and marketing efforts and those of our licensees, and the outcome of our current efforts to develop, receive approval for, and successfully launch our near-term product candidates.

Based on our existing liquidity, the expected level of operating expenses, and the projected sales of our existing products combined with other revenues, we believe these factors will provide us with adequate financial resources to continue to fund our business plan and meet our operating requirements through 2014 and beyond. We do not expect any material changes in our capital expenditures spending during 2014.  However, we cannot be sure that revenues or other liquidity sources will reach anticipated levels.

As we continue to expend funds to advance our business plan, there can be no assurance that changes in our development plans, capital expenditures or other events affecting our operations will not result in the earlier depletion of our funds.  In appropriate situations, we may seek funding from other sources, including contribution by others to joint ventures, or collaborative arrangements or licensing for the development, testing, manufacturing and marketing of products under development.  Additionally, we may explore alternative financing sources for our business activities, including the possibility of loans and public and/or private offerings of debt and equity securities.  Currently, we have no agreements with respect to our potential receipt of additional capital.  We cannot be certain that necessary funding will be available on terms acceptable to us, or at all.

Our future capital requirements and adequacy of available funds will depend on many factors including:

§	our ability to successfully commercialize our wound management and burn care products and the market acceptance of these products;
§	our ability to establish and maintain collaborative arrangements with corporate partners for the development and commercialization of certain product opportunities;
§	continued scientific progress in our development programs;
§	the costs involved in filing, prosecuting and enforcing patent claims;
§	competing technological developments; and
§	the cost of manufacturing and production scale-up.

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Contractual Obligations

The following table summarizes our outstanding contractual cash obligations as of June 30, 2014, which consists of a lease agreement for office and laboratory space in Addison, Texas, a lease agreement for office equipment, amounts unpaid under a separation agreement with our current chief executive officer, Kerry P. Gray, and the principal balance due for our convertible note agreement.  These obligations and commitments assume non-termination of agreements and represent expected payments based on current operating forecasts, which are subject to change:

	Payments Due By Period
Contractual Obligations	Total		Less Than 1 Year		1-2 Years		3-5 Years		After 5 Years
Operating leases	$	89,618	$	89,618	$	---	$	---	$	---
Separation agreement		12,486		12,486		---		---		---
Convertible note and accrued interest		138,457		138,457		---		---		---
Total contractual cash obligations	$	240,561	$	240,561	$	---	$	---	$	---

Capital Expenditures

For the six months ended June 30, 2014 and 2013, our expenditures for property, equipment, and leasehold improvements were, in approximate numbers, $16,000, and nil, respectively.  Such expenditures in 2014 relate primarily to the purchase of equipment for the manufacture of Altrazeal®.  At this time, we believe that our capital expenditures for the remainder of 2014 will be approximately $54,000 and consist of equipment related to the manufacture of our products and equipment for our computer systems.

Off-Balance Sheet Arrangements

As of June 30, 2014, we did not have any off balance sheet arrangements.

Impact of Inflation

We have experienced only moderate price increases over the last three fiscal years under our agreements with third-party manufacturers as a result of raw material and labor price increases.  However, there can be no assurance that possible future inflation would not impact our operations.

Concentrations of Credit Risk

Concentration of credit risk with respect to financial instruments, consisting primarily of cash and cash equivalents, potentially expose us to concentrations of credit risk due to the use of a limited number of banking institutions and due to maintaining cash balances in banks, which, at times, may exceed the limits of amounts insured by the Federal Deposit Insurance Corporation.  Currently, we utilized Bank of America, N.A. and Bank of America Investment Services, Inc. as our banking institutions.  At June 30, 2014 and December 31, 2013 our cash and cash equivalents totaled approximately $720,000 and $5,000, respectively.  We also invest cash in excess of immediate requirements in money market accounts, certificates of deposit, corporate commercial paper with high quality ratings, and U.S. government securities.  These investments are not held for trading or other speculative purposes.  We are exposed to credit risk in the event of default by these institutions.

Concentration of credit risk with respect to trade accounts receivable are customers with balances that exceed 5% of total consolidated trade accounts receivable at June 30, 2014 and at December 31, 2013.  As of June 30, 2014, three customers exceeded the 5% threshold, with 43%, 36% and 18%, respectively.  Two customers exceeded the 5% threshold at December 31, 2013, with 86% and 11%, respectively.  To reduce risk, we routinely assess the financial strength of our most significant customers and monitor the amounts owed to us, taking appropriate action when necessary.  As a result, we believe that accounts receivable credit risk exposure is limited.  We maintain an allowance for doubtful accounts, but historically have not experienced any significant losses related to an individual customer or group of customers.

Concentrations of Foreign Currency Risk

Currently, a portion of our revenues and all of our expenses are denominated in U.S. dollars, although we are recently experiencing an increase in revenues in international territories denominated in a foreign currency.  Certain of our licensing and distribution agreements in international territories are denominated in Euros.  Currently, we do not employ forward contracts or other financial instruments to mitigate foreign currency risk.  As our international operations continue to grow, we may engage in hedging activities to hedge our exposure to foreign currency risk.

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CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Management’s Discussion and Analysis of Financial Condition and Results of Operations addresses our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information. The preparation of our financial statements requires that we make estimates and assumptions that affect the reported amounts of assets and liabilities and 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 period. On an on-going basis, we evaluate these estimates and judgments. We base our estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances, the results of which form the basis for 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.  Our critical accounting policies are summarized in our Annual Report on Form 10-K for the year ended December 31, 2013 as filed with the Securities and Exchange Commission on March 31, 2014.  We had no significant changes in our critical accounting policies since our last annual report.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This quarterly report on Form 10-Q (including documents incorporated by reference) and other written and oral statements the Company makes from time to time contain certain “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the fact they use words such as “should”, “expect”, “anticipate”, “estimate”, “will”, “target”, “may”, “project”, “guidance”, “intend”, “plan”, “believe” and other words and terms of similar meaning and expression in connection with any discussion of future operating or financial performance. One can also identify forward-looking statements by the fact that they do not relate strictly to historical or current facts.  Such forward-looking statements are based on current expectations and involve inherent risks and uncertainties, including factors that could delay, divert or change any of them, and could cause actual outcomes to differ materially from current expectations. These statements include, among other things, statements regarding the Company’s expected cash and cash equivalents and working capital being sufficient to fund our operations and capital expenditure requirements through 2014 and beyond, and other statements, including the Company’s goals, plans and projections regarding its financial position, results of operations, cash flows, market position, product development, product approvals, sales efforts, expenses, performance or results of current and anticipated products and the outcome of contingencies such as legal proceedings, and financial results, which are based on current expectations that involve inherent risks and uncertainties, including internal or external factors that could delay, divert or change any of them in the next several years.  The Company has included important factors in the cautionary statements included in its 2013 Annual Report on Form 10-K, particularly under “Risk Associated with our Business” that the Company believes could cause actual results to differ materially from any forward-looking statement.

Although the Company believes it has been prudent in its plans and assumptions, no assurance can be given that any goal or plan set forth in forward-looking statements can be achieved and readers are cautioned not to place undue reliance on such statements, which speak only as of the date made.  The Company undertakes no obligation to release publicly any revisions to forward-looking statements as a result of new information, future events or otherwise.

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ITEM 3. Quantitative and Qualitative Disclosures About Market Risk.

This item is not applicable to smaller reporting companies.

ITEM 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures.

Our chief executive officer and our chief financial officer, after evaluating the effectiveness of our “disclosure controls and procedures” (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this quarterly report, concluded that our disclosure controls and procedures were (1) designed to ensure that material information relating to us, including our consolidated subsidiaries, is made known to our chief executive officer and chief financial officer by others within the Company, particularly during the period in which this report was being prepared, and (2) effective, in that they provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

Changes in Internal Controls.

There were no changes in our internal controls over financial reporting during the quarter ended June 30, 2014 that have materially affected, or are reasonably likely to material affect, our internal controls over financial reporting.

PART II - OTHER INFORMATION

ITEM 1.  Legal Proceedings.

 From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. We are not currently a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, would have a material adverse effect on the results of our operations or financial position. There are no material proceedings to which any director, officer or any of our affiliates, any owner of record or beneficially of more than five percent of any class of our voting securities, or any associate of any such director, officer, our affiliates, or security holder, is a party adverse to us or our consolidated subsidiary or has a material interest adverse thereto.

ITEM 1A.  Risk Factors.

 This item is not applicable to smaller reporting companies.  Information about certain risks associated with an investment in our common stock is found in Part I, Item 1A of our Annual Report on Form 10-K, as filed with the SEC on March 31, 2014.

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ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

ITEM 3. Defaults Upon Senior Securities.

None.

ITEM 4. Mine Safety Disclosures.

Not applicable.

ITEM 5. Other Information.

 On June 27, 2012, we entered into a Purchase Agreement, related to our issuance of the June 2012 Note, with Inter-Mountain.  On or about December 30, 2013, we agreed to modify certain terms of our various agreements with Inter-Mountain (the “December 2013 Agreement”) to include the following; (i) outstanding warrants issued to Inter-Mountain in connection with the issuance of the June 2012 Note (the “Warrants”) will be modified so that the denominator in the cashless exercise calculations will be the “VWAP of the Common Stock two days prior to the exercise date” rather than the “Adjusted Price of the Common Stock”, (ii) all outstanding traunches (or partial traunches) of the June 2012 Note corresponding to the buyers notes, that have yet to be prepaid, will not use the $0.35 fixed price conversion feature in Section #3 of the June 2012 Note, (iii) all outstanding traunches (or partial traunches) of the June 2012 Note issued by the Company corresponding to buyer notes that have already funded, including half of buyer note number 4 (after funding of the $62,500 when funded) will maintain the $0.35 fixed conversion price component under Section #3 of the June 2012 Note, and (iv) Inter-Mountain will forebear selling shares of ULURU Common Stock through January 15, 2014, however, ULURU will deliver all of the 274,878 shares issuable as part of the December 2013 Agreement immediately as well as any other shares otherwise due under regular installments.  On January 2, 2014, we delivered 274,878 shares of Common Stock to Inter-Mountain pursuant to the December 2013 Agreement.

 As part of the convertible debt financing with Inter-Mountain, they received a total of seven Warrants to purchase, if they all vest, an aggregate of 3,142,857 shares of Common Stock, which number of shares could increase based upon the terms and conditions of the Warrants.  The Warrants have an exercise price of $0.35 per share, subject to certain pricing adjustments, and are exercisable, subject to vesting provisions and ownership limitations, until June 27, 2017.  Warrants for 785,714, 392,857, 392,857, and 392,857 shares of Common Stock vested on June 27, 2012, December 31, 2012, February 26, 2013, and July 15, 2013, respectively.  Each of the three remaining Warrants has terminated.  As of June 30, 2014, we have issued 725,274 shares of Common Stock to Inter-Mountain upon the cashless exercise of three Warrants that vested prior to February 26, 2013 with respect to 1,571,428 shares of Common Stock.  Such issuance of shares of Common Stock following the cashless exercise of such three Warrants by Inter-Mountain during 2013 were based upon the December 2013 Agreement that modified the formula in the Warrants for determining the number of shares to be issued upon a cashless exercise.  The modification to the formula consisted of revising the denominator from “Adjusted Price of the Common Stock” to “VWAP of the Common Stock two days prior to the exercise date” as part of the December 2013 Agreement.  As of June 30, 2014, there is one Warrant that remains vested but unexercised for 392,857 shares of Common Stock.  Inter-Mountain delivered a notice of a cashless exercise with respect to this Warrant on or about May 1, 2014 purporting to exercise it with respect to the delivery of 782,284 shares of Common Stock.  We believe that, as a result of the December 2013 Agreement, the warrant is exercisable, on a cashless basis, with respect to only 261,516 shares of Common Stock as of May 1, 2014 and, as a result, have not honored such Warrant exercise.

- 33 -

ITEM 6. Exhibits.

Exhibit Number		Description
3.1		Restated Articles of Incorporation dated November 5, 2007. (1)
3.2		Amended and Restated Bylaws dated December 5, 2008. (2)
31.1	*	Certification of Principal Executive Officer of ULURU Inc. Pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended.
31.2	*	Certification of Principal Accounting Officer of ULURU Inc. Pursuant to Rule 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Amended.
32.1	**	Certification of Chief Executive Officer of ULURU Inc. Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	**	Certification of Chief Financial Officer of ULURU Inc. Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	***	XBRL Instance Document
101.SCH	***	XBRL Taxonomy Extension Schema Document
101.CAL	***	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	***	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	***	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	***	XBRL Taxonomy Extension Presentation Linkbase Document
---------------------------------------------------
(1)		Incorporated by reference to the Company’s Form 8-K filed on November 6, 2007.
(2)		Incorporated by reference to the Company’s Form 8-K filed on December 11, 2008.
	*	Filed herewith.
	**	Filed herewith.  This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section nor shall it be deemed incorporated by reference in any filings under the Securities Act of 1933 or the Securities and Exchange Act of 1934.
	***	Pursuant to Rule 406T of Regulation S-T, the XBRL-related information in Exhibit 101 to this Quarterly Report on Form 10-Q is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise is not subject to liability under these sections.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ULURU Inc.
Date:  August 14, 2014	By:	/s/ Kerry P. Gray
		Kerry P. Gray
		Chief Executive Officer and President
		(Principal Executive Officer)
Date:  August 14, 2014	By:	/s/ Terrance K. Wallberg
		Terrance K. Wallberg
		Chief Financial Officer and Vice President
		(Principal Financial and Accounting Officer)

- 34 -

EX-31.1

EXHIBIT 31.1

Certification of Principal Executive Officer of ULURU Inc.

Pursuant to Rule 13a-14(a) and 15d-14(a) under

the Securities Exchange Act of 1934, as Amended

I, Kerry P. Gray, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of ULURU Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:
	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and
	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 14, 2014	/s/ Kerry P. Gray
	Kerry P. Gray
	President and Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

Certification of Principal Accounting Officer of ULURU Inc.

Pursuant to Rule 13a-14(a) and 15d-14(a) under

the Securities Exchange Act of 1934, as Amended

I, Terrance K. Wallberg, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of ULURU Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the registrant and have:
	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and
	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.	The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 14, 2014	/s/ Terrance K. Wallberg
	Terrance K. Wallberg
	Vice President and Chief Financial Officer
	(Principal Financial and Accounting Officer)

EX-32.1

EXHIBIT 32.1

Certification of Chief Executive Officer of ULURU Inc.

Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant

to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of ULURU Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2014, as filed with the Securities and Exchange Commission and to which this Certification is an exhibit (the “Report”), the undersigned officer of ULURU Inc. does hereby certify, pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350), that to my knowledge:

(1.)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2.)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906 or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date: August 14, 2014	/s/ Kerry P. Gray
	Kerry P. Gray
	President and Chief Executive Officer
	(Principal Executive Officer)

EX-32.2

EXHIBIT 32.2

Certification of Chief Financial Officer of ULURU Inc.

Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant

to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report of ULURU Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2014, as filed with the Securities and Exchange Commission and to which this Certification is an exhibit (the “Report”), the undersigned officer of ULURU Inc. does hereby certify, pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350), that to my knowledge:

(1.)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2.)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906 or other document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date: August 14, 2014	/s/ Terrance K. Wallberg
	Terrance K. Wallberg
	Vice President and Chief Financial Officer
	(Principal Financial and Accounting Officer)

XML

SEGMENT INFORMATION (Details) (USD $)	3 Months Ended			6 Months Ended
	Jun. 30, 2014		Jun. 30, 2013	Jun. 30, 2014 Licensee Segment		Jun. 30, 2013
SEGMENT INFORMATION [Abstract]
Number of business segments				1
Number of international licensees				7
Revenues per geographic area [Abstract]
Total Revenues	$ 209,294		$ 28,884	$ 311,275		$ 130,928
Total revenue, percentage (in hundredths)	100.00%		100.00%	100.00%		100.00%
Revenue, Major Customer [Line Items]
Sales from major customer, percentage (in hundredths)	90.00%		29.00%	87.00%		57.00%
Customer A [Member] | Altrazeal [Member]
Revenue, Major Customer [Line Items]
Sales from major customer, percentage (in hundredths)	87.00%		0.00%	59.00%		0.00%
Customer B [Member] | Altrazeal [Member]
Revenue, Major Customer [Line Items]
Sales from major customer, percentage (in hundredths)	3.00%		0.00%	28.00%		57.00%
Customer C [Member] | Altrazeal [Member]
Revenue, Major Customer [Line Items]
Sales from major customer, percentage (in hundredths)		[1]	29.00%		[1]		[1]
Domestic [Member]
Revenues per geographic area [Abstract]
Total Revenues	11,770		17,610	21,442		37,397
Total revenue, percentage (in hundredths)	6.00%		61.00%	7.00%		29.00%
International [Member]
Revenues per geographic area [Abstract]
Total Revenues	$ 197,524		$ 11,274	$ 289,833		$ 93,531
Total revenue, percentage (in hundredths)	94.00%		39.00%	93.00%		71.00%

[1] Sales from this customer were less than 10% of total sales for the period reported.

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COMMITMENTS AND CONTINGENCIES (Details) (USD $)	3 Months Ended		6 Months Ended					6 Months Ended						6 Months Ended																			6 Months Ended			12 Months Ended	1 Months Ended	6 Months Ended	23 Months Ended	84 Months Ended	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2011	Dec. 31, 2013	Jun. 30, 2014 Access Pharmaceuticals [Member] Annual Sales, Certain Products [Member] Minimum [Member]	Jun. 30, 2014 Access Pharmaceuticals [Member] Annual Sales, Certain Products [Member] Maximum [Member]	Jun. 30, 2014 Access Pharmaceuticals [Member] Annual Sales, Any One Certain Product [Member]	Jun. 30, 2014 Access Pharmaceuticals [Member] Cumulative Sales, Certain Products [Member] Minimum [Member]	Jun. 30, 2014 Access Pharmaceuticals [Member] Cumulative Sales, Certain Products [Member] Maximum [Member]	Mar. 07, 2008 ProStrakan Ltd [Member]	Jun. 30, 2014 Kerry P. Gray [Member]		Jun. 30, 2013 Kerry P. Gray [Member]		Jun. 30, 2012 Kerry P. Gray [Member]		Jun. 30, 2011 Kerry P. Gray [Member]		Jun. 30, 2014 Terrance K. Wallberg [Member]	Jun. 30, 2013 Terrance K. Wallberg [Member]	Jun. 30, 2012 Terrance K. Wallberg [Member]	Jun. 30, 2011 Terrance K. Wallberg [Member]	Jun. 30, 2014 Key Executives [Member]	Jun. 30, 2013 Key Executives [Member]	Jun. 30, 2012 Key Executives [Member]	Jun. 30, 2011 Key Executives [Member]	Jun. 30, 2014 Altrazeal Trading Ltd. [Member]	Jun. 30, 2013 Altrazeal Trading Ltd. [Member]	Dec. 31, 2013 Altrazeal Trading Ltd. [Member]	Jun. 30, 2014 Altrazeal Trading Ltd. [Member] Sales Revenue, Goods, Net [Member]	Jun. 30, 2013 Altrazeal Trading Ltd. [Member] Sales Revenue, Goods, Net [Member]	Jun. 30, 2014 Altrazeal Trading Ltd. [Member] Accounts Receivable [Member]	Dec. 31, 2013 Altrazeal Trading Ltd. [Member] Accounts Receivable [Member]	Mar. 31, 2013 Office and Laboratory Space [Member]	Jun. 30, 2014 Office and Laboratory Space [Member]	Feb. 22, 2013 Office and Laboratory Space [Member]	Mar. 31, 2013 Office and Laboratory Space [Member]	Jun. 30, 2014 Office Equipment [Member]
Operating Leased Assets [Line Items]
Minimum monthly lease obligation																																					$ 9,193		$ 9,776	$ 9,330	$ 744
Future minimum monthly lease obligation after specified period																																						9,379
Future minimum lease payments [Abstract]
2014 (Six months)	60,737		60,737
2015	28,881		28,881
2016	0		0
2017	0		0
2018	0		0
Total	89,618		89,618
Rent expense for operating lease	30,446	30,014	60,826	55,042
Related Party Obligations [Abstract]
Related party sales																														244,000	71,000
Outstanding accounts receivable																														424,000		174,000
Concentration risk, percentage (in hundredths)	90.00%	29.00%	87.00%	57.00%																													78.00%	54.00%	99.00%	97.00%
Summary of compensation earned, compensation paid in cash, and compensation temporarily deferred [Abstract]
Deferred compensation liability			(310,739)	(146,769)	272,156	197,838								(257,500)	[1],[2]	(91,000)	[1],[2]	220,673	[1],[2]	140,313	[1],[2]	(25,000)	(35,769)	24,230	36,539	(28,239)	(20,000)	27,253	20,986
Deferred compensation	12,486		12,486				323,225							12,486	[1],[2]	221,500						0				0
Deferred compensation liability pursuant to separation agreement																11,500
Deferred compensation liability pursuant to duties as chairman																210,000
Repayment of temporarily deferred compensation														257,500		312,500
Proceeds from issuance of common stock under March 2013 offering														100,000		300,000
Compensation accounts payable							207,500
Compensation accrued liabilities							115,725
Milestone payments [Line Items]
Future milestone obligations	4,750,000		4,750,000										1,400,000
Milestone for payment								$ 20,000,000	$ 40,000,000	$ 20,000,000	$ 50,000,000	$ 100,000,000
Royalty percentage (in hundredths)													30.00%

[1] During 2013, Mr. Gray temporarily deferred compensation of $221,500 which consisted of $11,500 earned pursuant to a Separation Agreement and $210,000 for his duties as Chairman of the Executive Committee of the Company’s Board of Directors. During 2013, Mr. Gray was also repaid $312,500 of temporarily deferred compensation, of which $300,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

[2] During 2013, Mr. Gray temporarily deferred compensation of $169,000 which consisted of $11,500 earned pursuant to a Separation Agreement and $157,500 for his duties as Chairman of the Executive Committee of the Company’s Board of Directors. During 2013, Mr. Gray was also repaid $192,500 of temporarily deferred compensation, of which $180,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

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STOCKHOLDERS' EQUITY (Details) (USD $)	6 Months Ended			6 Months Ended	12 Months Ended				6 Months Ended					0 Months Ended
	Jun. 30, 2014		Dec. 31, 2013	Jun. 30, 2014 Inter-Mountain [Member]	Dec. 31, 2013 Inter-Mountain [Member] Warrant	Dec. 31, 2012 Inter-Mountain [Member]	Jun. 30, 2014 Torrey Hills Capital, Inc. [Member]	Jun. 30, 2014 Warrant - June 2012 Debt Offering [Member]	Jun. 30, 2014 Warrant - June 2012 Debt Offering [Member] Private Placement [Member] Warrant	Jul. 15, 2013 Warrant - June 2012 Debt Offering [Member] Private Placement [Member]	Feb. 26, 2013 Warrant - June 2012 Debt Offering [Member] Private Placement [Member]	Dec. 31, 2012 Warrant - June 2012 Debt Offering [Member] Private Placement [Member]	Jun. 27, 2012 Warrant - June 2012 Debt Offering [Member] Private Placement [Member]	Jan. 22, 2014 Warrant - June 2012 Debt Offering [Member] Inter-Mountain [Member] Warrant	Jun. 30, 2014 July 23, 2014 [Member]	Jun. 30, 2014 May 15, 2015 [Member]	Jun. 30, 2014 June 13, 2016 [Member]	Jun. 30, 2014 July 16, 2016 [Member]	Jun. 30, 2014 July 28, 2016 [Member]	Jun. 30, 2014 June 27, 2017 [Member]	Jun. 30, 2014 March 14, 2018 [Member]	Jun. 30, 2014 January 15, 2019 [Member]	Jun. 30, 2014 Series A Preferred Stock [Member]
Common Stock [Abstract]
Common Stock, shares issued (in shares)	24,454,777		18,871,420
Common Stock, shares outstanding (in shares)	24,454,777		18,871,420
Common stock issued during period (in shares)	116,667
Number shares of common stock issued for installment payments (in shares)	116,667
Preferred Stock [Abstract]
Preferred stock, shares issued (in shares)																							0
Preferred stock, shares outstanding (in shares)																							0
Warrants and Number of Shares of Common Stock Subject to Exercise [Roll Forward]
Balance (in shares)	4,665,451									392,857	392,857	392,857	785,714		69,050	357,155	35,000	116,667	34,722	392,857	660,000	80,000
Warrants issued (in shares)	80,000
Warrants exercised (in shares)	(3,000,000)			(1,571,428)
Warrants cancelled (in shares)	0
Balance (in shares)	1,745,451	[1]							392,857	392,857	392,857	392,857	785,714		69,050	357,155	35,000	116,667	34,722	392,857	660,000	80,000
Warrants, Weighted-Average Exercise Price [Abstract]
Balance (in dollars per share)	$ 0.82
Warrants issued (in dollars per share)	$ 1.20
Warrants exercised (in dollars per share)	$ 0.60
Warrants cancelled (in dollars per share)	$ 0
Balance (in dollars per share)	$ 1.22	[1]
Warrant shares subject to expiration [Abstract]
Number of Warrant Shares of Common Stock Subject to Expiration (in shares)	1,745,451	[1]							392,857	392,857	392,857	392,857	785,714		69,050	357,155	35,000	116,667	34,722	392,857	660,000	80,000
Number of warrants to purchase common stock (in shares)						7
Aggregate shares of common stock issued upon exercise of warrants (in shares)					1,571,428	3,142,857	80,000	3,142,857
Number of warrants exercised (in shares)					3
Exercise price of warrants (in dollars per share)	$ 0.35					$ 0.35	$ 1.20	$ 0.35
Number of unexercised warrants (in shares)									1
Common stock vested upon initial warrant (in shares)	1,745,451	[1]							392,857	392,857	392,857	392,857	785,714		69,050	357,155	35,000	116,667	34,722	392,857	660,000	80,000
Number of warrants terminated (in shares)														3

[1] As part of the June 2012 Note, Inter-Mountain received a total of seven warrants to purchase, if they all had vested, an aggregate of 3,142,857 shares of Common Stock, which number of shares could increase based upon the terms and conditions of the warrants. The warrants have an exercise price of $0.35 per share, subject to certain pricing adjustments, and are exercisable, subject to vesting provisions and ownership limitations, until June 27, 2017. Warrants for 785,714, 392,857, 392,857, and 392,857 shares of Common Stock vested on June 27, 2012, December 31, 2012, February 26, 2013, and July 15, 2013, respectively, and three warrants for 1,571,428 shares of Common Stock were exercised in 2013. Such issuance of shares of Common Stock following the cashless exercise of three warrants by Inter-Mountain during 2013 was based upon an agreement in December 2013 with Inter-Mountain modifying the formula in the Warrants for determining the number of shares to be issued upon a cashless exercise. On January 22, 2014, we elected to offset and deduct the three remaining Investor Notes from the principle amount due to Inter-Mountain under the June 2012 Note and as a result of the offset and deduction the three remaining warrants terminated. For the purposes of this Table, only such net vested shares of Common Stock from one unexercised warrant (392,857 shares) have been included, based upon an exercise price of $0.35 per share of Common Stock.

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LEGAL PROCEEDINGS (Details)	6 Months Ended
	Jun. 30, 2014
LEGAL PROCEEDINGS [Abstract]
Percentage of voting securities (in hundredths)	5.00%

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CONVERTIBLE DEBT (Details) (USD $)	3 Months Ended		6 Months Ended					6 Months Ended					6 Months Ended					1 Months Ended		6 Months Ended		0 Months Ended			0 Months Ended	1 Months Ended		6 Months Ended				0 Months Ended		0 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2011	Jun. 13, 2011 Warrant - June 2011 Debt Offering [Member]	Jul. 31, 2011 Warrant - July 2011 Debt Offering [Member]	Jun. 30, 2014 Warrant - June 2012 Debt Offering [Member] Warrant	Jun. 27, 2012 Warrant - June 2012 Debt Offering [Member]	Jul. 15, 2013 Common Stock [Member]	Feb. 26, 2013 Common Stock [Member]	Dec. 31, 2012 Common Stock [Member]	Jun. 30, 2014 Inter-Mountain [Member]	Dec. 31, 2013 Inter-Mountain [Member]	Dec. 31, 2012 Inter-Mountain [Member]	Jun. 30, 2014 July 2011 Note [Member]	Jun. 30, 2014 June 2012 Note [Member]	Jul. 31, 2013 Secured convertible note [Member] June 2011 Note [Member]	Jul. 31, 2012 Secured convertible note [Member] June 2011 Note [Member]	Jun. 30, 2014 Secured convertible note [Member] June 2011 Note [Member]	Jun. 30, 2011 Secured convertible note [Member] June 2011 Note [Member]	Jul. 28, 2014 Secured convertible note [Member] June 2011 Note [Member] Subsequent Event [Member]	Jul. 28, 2014 Secured convertible note [Member] June 2011 Note [Member] Subsequent Event [Member]	Jun. 30, 2014 Secured convertible note [Member] June 2011 Note [Member] Maximum [Member]	Jun. 13, 2014 Secured convertible note [Member] July 2011 Note [Member]	Jul. 31, 2013 Secured convertible note [Member] July 2011 Note [Member]	Jul. 31, 2012 Secured convertible note [Member] July 2011 Note [Member]	Jun. 30, 2014 Secured convertible note [Member] July 2011 Note [Member]		Jun. 13, 2014 Secured convertible note [Member] July 2011 Note [Member]	Jun. 30, 2011 Secured convertible note [Member] July 2011 Note [Member]	Jul. 28, 2014 Secured convertible note [Member] July 2011 Note [Member] Subsequent Event [Member]	Jul. 28, 2014 Secured convertible note [Member] July 2011 Note [Member] Subsequent Event [Member]	Jan. 22, 2014 Secured convertible note [Member] June 2012 Note [Member]	Jun. 30, 2014 Secured convertible note [Member] June 2012 Note [Member] PromissoryNote	Dec. 31, 2012 Secured convertible note [Member] June 2012 Note [Member] Tranche PromissoryNote
Debt Instrument [Line Items]
Purchase price paid in cash																																				$ 500,000
Purchase price paid in the form of promissory notes																																			1,500,000	1,500,000
Number of promissory notes issued under purchase agreement																																			6	6
Principal amount of promissory notes																																			250,000	250,000
Original issue discount reflected in purchase price																																				200,000
Attorney's fees reflected in purchase price																																				10,000
Amount of monthly installment																																				83,333
Number of calendar days after the date of registration to commence monthly installment																																				30 days
Monthly installment payment terms																																				If the monthly installment is paid in common stock, such shares being issued will be based on a price that is 80% of the average of the three lowest volume weighted average prices of the shares of common stock during the preceding twenty trading days. The percentage declines to 70% if the average of the three lowest volume weighted average prices of the shares of common stock during the preceding twenty trading days is less than $0.05.
Percentage of weighted average prices of shares of common stock (in hundredths)																																				80.00%
Declined percentage of weighted average prices of shares of common stock (in hundredths)																																				70.00%
Preceding number of trading days to calculate weighted average common stock price																																				20 days
Weighted average price of shares of common stock, Maximum (in dollars per share)																																				$ 0.05
Amount convertible under initial tranche																																				710,000
Number of subsequent tranches																																				6
Amount of each subsequent tranche plus interest																																				250,000
Percentage of outstanding principal balance prepaid in cash (in hundredths)																																				120.00%
Entry amount of judgment not stayed																																				100,000
Period within which judgment not stayed																																				30 days
Increased interest rate in the event of default (in hundredths)																																				18.00%
Conversion number of equity instruments (in shares)																				116,667							115,741
Stock price trigger (in dollars per share)																											$ 2.16
Annual principal payment																		14,001			14,653					12,501	11,542			140,000			125,000
Notice prior to the relevant payment date																		15 days	15 days							15 days	15 days
Amortization of debt discount on convertible notes	2,655	44,683	22,320	89,461
Information relating to convertible notes payable [Abstract]
Initial principal amount	125,000		125,000														2,210,000											125,000
Interest Rate (in hundredths)																		12.00%	12.00%							12.00%	12.00%	10.00%							8.00%
Maturity Date																												Jul. 28, 2014
Conversion Price (in dollars per share)	$ 0.35		$ 0.35		$ 1.20																			$ 1.80				$ 1.08	[1]		$ 1.08
Principal Balance	125,000		125,000													125,000
Unamortized Debt Discount	552		552													552
Carrying Value	124,448		124,448													124,448
Interest cost recognized	5,952	41,417	19,897	86,645
Interest Payable																		553	2,080							492	1,643			13,346			13,457
Deferred interest payable																		14,001	14,653				13,457			12,501	11,542
Percentage of prepayment premium not incurred as per notice (in hundredths)																																		120.00%
Reduction of notes payable																																		317,000
Shares issued (in shares)	435,502																					115,741			116,667							115,741			435,502
Current maturity of long-term debt																							125,000												152,000
Future Minimum payments due, convertible notes [Abstract]
2014 (Nine Months)	125,000		125,000													125,000
2015	0		0													0
2016	0		0													0
2017	0		0													0
2018	0		0													0
Total	$ 125,000		$ 125,000													$ 125,000
Class of Warrant or Right [Line Items]
Number of warrants								7
Number of securities called by warrants (in shares)						35,000	34,722	3,142,857						1,571,428	3,142,857
Exercise price of warrants (in dollars per share)	$ 0.35		$ 0.35			$ 1.20	$ 1.08	$ 0.35							$ 0.35
Number of warrants that vest upon payment of notes (in shares)	3		3
Number of securities vested (in shares)									785,714	392,857	392,857	392,857
Shares issued on exercise of warrants													725,274
Warrants exercised (in shares)			3,000,000										1,571,428
Number of warrants that vest upon payment of notes but unexercised (in shares)	1		1
Minimum period during which registration statement is to be declared effective after filing with SEC			90 days
Maximum period during which registration statement is to be declared effective after filing with SEC			180 days
Cashless exercise of warrants (in shares)													1
Maximum contingent issue of shares to be issued on cashless exercise of warrants (in shares)													782,284
Minimum contingent issue of shares to be issued on cashless exercise of warrants (in shares)													261,516

[1] On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

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CONVERTIBLE DEBT (Tables)

6 Months Ended

Jun. 30, 2014

CONVERTIBLE DEBT [Abstract]

Information relating to convertible notes payable

Information relating to our convertible notes payable is as follows:

									As of June 30, 2014
Transaction	Initial Principal Amount		Interest Rate			Maturity Date	Conversion Price (1)		Principal Balance		Unamortized Debt Discount		Carrying Value
July 2011 Note	$	125,000		10.0	%	07/28/2014	$	1.08	$	125,000	$	552	$	124,448
Total	$	125,000							$	125,000	$	552	$	124,448

(1) On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,0000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

Schedule of future minimum payments relating to our convertible notes payable

The future minimum payments relating to our convertible notes payable, as of June 30, 2014, are as follows:

	Payments Due By Period
Transaction	Total		2014 (Six Months)		2015		2016		2017		2018
July 2011 Note	$	125,000	$	125,000	$	---	$	---	$	---	$	---
Total	$	125,000	$	125,000	$	---	$	---	$	---	$	---

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2014

SUBSEQUENT EVENTS [Abstract]

SUBSEQUENT EVENTS

NOTE 20. SUBSEQUENT EVENTS

On July 28, 2014, we issued 115,741 shares of Common Stock to Mr. Gray for the conversion and final payment of $125,000 due under the July 2011 Note and remitted to Mr. Gray the annual interest due on July 28, 2014 of $13,457.

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SHARE BASED COMPENSATION (Details) (USD $)	0 Months Ended							3 Months Ended				6 Months Ended				3 Months Ended				6 Months Ended											6 Months Ended			6 Months Ended
	Jun. 13, 2014	Jun. 13, 2013	Jun. 14, 2012	Jun. 15, 2010	Dec. 17, 2009	May 08, 2007	Jun. 30, 2014	Jun. 30, 2014 Incentive Stock Options [Member]		Jun. 30, 2013 Incentive Stock Options [Member]		Jun. 30, 2014 Incentive Stock Options [Member]		Jun. 30, 2013 Incentive Stock Options [Member]		Jun. 30, 2014 Nonstatutory Stock Options [Member]		Jun. 30, 2013 Nonstatutory Stock Options [Member]		Jun. 30, 2014 Nonstatutory Stock Options [Member]		Jun. 30, 2013 Nonstatutory Stock Options [Member]		Jun. 30, 2014 Stock Options [Member]	Jun. 30, 2014 Restricted Stock [Member]	Jun. 30, 2014 Restricted Stock [Member] Minimum [Member]	Jun. 30, 2014 Restricted Stock [Member] Maximum [Member]	Jun. 30, 2014 2006 Equity Incentive Plan [Member]	Mar. 31, 2006 2006 Equity Incentive Plan [Member]	Jun. 30, 2014 2006 Equity Incentive Plan [Member] Stock Options [Member]	Jun. 30, 2014 2006 Equity Incentive Plan [Member] Stock Options [Member] Minimum [Member]	Jun. 30, 2014 2006 Equity Incentive Plan [Member] Stock Options [Member] Maximum [Member]	Jun. 30, 2014 2006 Equity Incentive Plan [Member] Restricted Stock [Member]	Jun. 30, 2014 2006 Equity Incentive Plan [Member] Restricted Stock [Member] Minimum [Member]	Jun. 30, 2014 2006 Equity Incentive Plan [Member] Restricted Stock [Member] Maximum [Member]
Options Granted [Abstract]
Quantity (in shares)								0	[1]	0	[1]	0	[1]	232,500	[1]	0	[2]	0	[2]	0	[2]	735,000	[2]	0
Weighted average fair value per share (in dollars per share)								$ 0	[1]	$ 0	[1]	$ 0	[1]	$ 0.24	[1]	$ 0	[2]	$ 0	[2]	$ 0	[2]	$ 0.24	[2]
Fair value								$ 0	[1]	$ 0	[1]	$ 0	[1]	$ 56,112	[1]	$ 0	[2]	$ 0	[2]	$ 0	[2]	$ 177,388	[2]
Weighted average assumptions to estimate the fair value of share-based awards [Abstract]
Expected volatility (in hundredths)												0.00%	[3]	103.55%	[3]					0.00%	[3]	103.55%	[3]
Risk-fee interest rate % (in hundredths)												0.00%	[4]	0.81%	[4]					0.00%	[4]	0.81%	[4]
Expected term (in years)												0 years		5 years	[5]					0 years		5 years	[5]
Dividend yield (in hundredths)												0.00%	[6]	0.00%	[6]					0.00%	[6]	0.00%	[6]
Forfeiture rate (in hundredths)												0.00%		0.00%						0.00%		0.00%
Options, Outstanding [Roll Forward]
Outstanding, beginning of period (in shares)																								1,014,907
Granted (in shares)								0	[1]	0	[1]	0	[1]	232,500	[1]	0	[2]	0	[2]	0	[2]	735,000	[2]	0
Forfeited/cancelled (in shares)																								0
Exercised (in shares)																								0
Outstanding, end of period (in shares)																								1,014,907
Outstanding, Weighted Average Exercise Price [Roll Forward]
Outstanding, beginning of period (in dollars per share)																								$ 2.12
Granted (in dollars per share)																								$ 0
Forfeited/cancelled (in dollars per share)																								$ 0
Exercised (in dollars per share)																								$ 0
Outstanding, end of period (in dollars per share)																								$ 2.12
Nonvested restricted stock awards, Number of Shares [Roll Forward]
Outstanding, beginning of period (in shares)																									0
Granted (in shares)																									0
Forfeited/cancelled (in shares)																									0
Exercised/issued (in shares)																									0
Outstanding, end of period (in shares)																									0
Nonvested restricted stock awards, Weighted Average Grant Date Fair Value [Roll Forward]
Outstanding, beginning of period (in dollars per share)																									$ 0
Granted (in dollars per share)																									$ 0
Forfeited/cancelled (in dollars per share)																									$ 0
Exercised/issued (in dollars per share)																									$ 0
Outstanding, end of period (in dollars per share)																									$ 0
Additional disclosures [Abstract]
Vesting period																										2 years	5 years				1 year	4 years		6 months	5 years
Number of shares authorized (in shares)							2,800,000																						133,333
Number of additional shares authorized (in shares)	1,000,000	600,000	400,000	200,000	200,000	266,667
Contractual term																											10 years
Number of options granted to date (in shares)																														1,376,167
Number of restricted shares granted to date (in shares)																																	68,616
Number of shares available for grant (in shares)																												1,715,647
Nonvested Awards, unearned share-based compensation [Abstract]
Unearned share-based compensation expense																								$ 105,520
Unearned share-based compensation, recognition period																								21 months

[1] The Company did not award any incentive stock options for the three months ended June 30, 2014 and 2013, respectively.

[2] The Company did not award any nonstatutory stock options for the three months ended June 30, 2014 and 2013, respectively.

[3] Expected volatility assumption was based upon a combination of historical stock price volatility measured on a daily basis and an estimate of expected future stock price volatility

[4] Risk-free interest rate assumption is based upon U.S. Treasury bond interest rates appropriate for the term of the stock options.

[5] The Company did not award any shared-based compensation for the three months ended March 31, 2014.

[6] The Company does not currently intend to pay cash dividends, thus has assumed a 0% dividend yield.

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PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Property, equipment and leasehold improvements, net [Abstract]
Property, equipment and leasehold improvements, gross	$ 2,263,158		$ 2,263,158		$ 2,246,925
Less: accumulated depreciation and amortization	(1,728,418)		(1,728,418)		(1,608,311)
Property, equipment and leasehold improvements, net	534,740		534,740		638,614
Depreciation expense	59,553	60,460	120,107	125,848
Laboratory Equipment [Member]
Property, equipment and leasehold improvements, net [Abstract]
Property, equipment and leasehold improvements, gross	424,888		424,888		424,888
Manufacturing Equipment [Member]
Property, equipment and leasehold improvements, net [Abstract]
Property, equipment and leasehold improvements, gross	1,597,961		1,597,961		1,581,728
Computers, Office Equipment, and Furniture [Member]
Property, equipment and leasehold improvements, net [Abstract]
Property, equipment and leasehold improvements, gross	140,360		140,360		140,360
Computer Software [Member]
Property, equipment and leasehold improvements, net [Abstract]
Property, equipment and leasehold improvements, gross	4,108		4,108		4,108
Leasehold Improvements [Member]
Property, equipment and leasehold improvements, net [Abstract]
Property, equipment and leasehold improvements, gross	$ 95,841		$ 95,841		$ 95,841

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FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 30, 2014

FAIR VALUE MEASUREMENTS [Abstract]

Fair value of financial instruments

The following table summarizes the fair value of our financial instruments at June 30, 2014 and December 31, 2013.

Description	June 30, 2014		December 31, 2013
Assets:
Notes receivable and accrued interest		-	$	777,710
Liabilities:
Convertible note – June 2011		-	$	138,220
Convertible note – July 2011	$	124,448	$	120,738
Convertible note – June 2012		-	$	888,099

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SHARE BASED COMPENSATION, Stock options grant outstanding and exercisable (Details) (USD $)	6 Months Ended
	Jun. 30, 2014
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Outstanding (in shares)	1,014,907
Options Outstanding, Weighted Average Exercise Price per Share (in dollars per share)	$ 2.12
Options Outstanding, Weighted Average Remaining Contractual Life in Years	8 years 1 month 6 days
Stock Options Exercisable (in shares)	394,907
Options Exercisable, Weighted Average Exercise Price per Share (in dollars per share)	$ 4.94
Exercise Price Range 1 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Outstanding (in shares)	892,500
Options Outstanding, Weighted Average Exercise Price per Share (in dollars per share)	$ 0.33
Options Outstanding, Weighted Average Remaining Contractual Life in Years	8 years 8 months 12 days
Stock Options Exercisable (in shares)	272,500
Options Exercisable, Weighted Average Exercise Price per Share (in dollars per share)	$ 0.33
Exercise Price Range 2 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Outstanding (in shares)	53,334
Options Outstanding, Weighted Average Exercise Price per Share (in dollars per share)	$ 2.38
Options Outstanding, Weighted Average Remaining Contractual Life in Years	4 years
Stock Options Exercisable (in shares)	53,334
Options Exercisable, Weighted Average Exercise Price per Share (in dollars per share)	$ 2.38
Exercise Price Range 3 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Outstanding (in shares)	30,002
Options Outstanding, Weighted Average Exercise Price per Share (in dollars per share)	$ 14.40
Options Outstanding, Weighted Average Remaining Contractual Life in Years	2 years 9 months 18 days
Stock Options Exercisable (in shares)	30,002
Options Exercisable, Weighted Average Exercise Price per Share (in dollars per share)	$ 14.40
Exercise Price Range 4 [Member]
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock Options Outstanding (in shares)	39,071
Options Outstanding, Weighted Average Exercise Price per Share (in dollars per share)	$ 33.35
Options Outstanding, Weighted Average Remaining Contractual Life in Years	3 years 3 months 18 days
Stock Options Exercisable (in shares)	39,071
Options Exercisable, Weighted Average Exercise Price per Share (in dollars per share)	$ 33.35

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EQUITY TRANSACTIONS (Details) (USD $)	0 Months Ended	6 Months Ended	0 Months Ended													0 Months Ended	6 Months Ended					6 Months Ended					0 Months Ended
	Jan. 31, 2014	Jun. 30, 2014 SPA [Member] Director	Mar. 31, 2014 Common Stock [Member]	Mar. 14, 2014 Common Stock [Member]	Feb. 28, 2014 Common Stock [Member]	Jan. 31, 2014 Common Stock [Member]	Jan. 06, 2014 Common Stock [Member]	Nov. 14, 2013 Common Stock [Member]	Oct. 24, 2013 Common Stock [Member]	Sep. 06, 2013 Common Stock [Member]	Jul. 15, 2013 Common Stock [Member]	May 07, 2013 Common Stock [Member]	Mar. 14, 2013 Common Stock [Member]	Jan. 03, 2013 Common Stock [Member]	Jan. 03, 2014 Common Stock [Member]	Apr. 30, 2014 Common Stock [Member] Subsequent Event [Member]	Jun. 30, 2014 Common Stock [Member] March SPA [Member]	Mar. 14, 2013 Common Stock [Member] March SPA [Member]	Mar. 14, 2013 Common Stock [Member] March SPA [Member] Four-month anniversary [Member]	Mar. 14, 2013 Common Stock [Member] March SPA [Member] Eight-month anniversary [Member]	Mar. 14, 2013 Common Stock [Member] March SPA [Member] One-year anniversary [Member]	Jun. 30, 2014 Common Stock [Member] SPA [Member]	Dec. 21, 2012 Common Stock [Member] SPA [Member]	Dec. 21, 2012 Common Stock [Member] SPA [Member] Four-month anniversary [Member]	Dec. 21, 2012 Common Stock [Member] SPA [Member] Eight-month anniversary [Member]	Dec. 21, 2012 Common Stock [Member] SPA [Member] One-year anniversary [Member]	Apr. 30, 2014 Common Stock [Member] Sacks [Member]	Mar. 31, 2014 Common Stock [Member] Sacks [Member]	Feb. 28, 2014 Common Stock [Member] Sacks [Member]	Jan. 31, 2014 Common Stock [Member] Sacks [Member]	Apr. 30, 2014 Common Stock [Member] TPT [Member]	Mar. 31, 2014 Common Stock [Member] TPT [Member]
Common Stock Transactions [Abstract]
Equity investment																	$ 440,000					$ 2,000,000
Share price (in dollars per share)																		$ 0.60					$ 0.60
Issuance of shares of common stock under securities purchase agreement (in shares)																	1,100,000					5,000,000
Number of securities called by warrants (in shares)															3,000,000		660,000					3,000,000
Maximum amount of common stock purchased under common stock purchase agreement																		88,000	110,000	132,000	110,000		400,000	500,000	600,000	500,000
Proceeds from offering			$ 450,000	$ 110,000	$ 450,000	$ 450,000	$ 500,000	$ 132,000	$ 300,000	$ 300,000	$ 110,000	$ 500,000	$ 88,000	$ 400,000		$ 450,000											$ 150,000	$ 150,000	$ 450,000	$ 450,000	$ 300,000	$ 300,000
Shares purchased under stock purchased agreement (in shares)				275,000			1,250,000	330,000	750,000	750,000	275,000	1,250,000	220,000	1,000,000
Number of maximum directors that could be appointed		2
Shares issued on exercise of warrants (in shares)			750,000		750,000	750,000										750,000
Issuance of shares of common stock under assignment agreement (in shares)																											250,000	250,000	750,000	750,000	500,000	500,000
Number of days within which request is declared effective	60 days
Number of days for which statement is effective	80 days
Number of additional days for which filing of statement can be done	60 days

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SEGMENT INFORMATION

6 Months Ended

Jun. 30, 2014

SEGMENT INFORMATION [Abstract]

SEGMENT INFORMATION

NOTE 4. SEGMENT INFORMATION

We operate in one business segment: the research, development and commercialization of pharmaceutical products.  Our corporate headquarters in the United States collects product sales, licensing fees, royalties, and sponsored research revenues from our arrangements with external customers and licensees.  Our entire business is managed by a single management team, which reports to the Chief Executive Officer.

Our revenues are currently derived primarily from seven licensees for international activities and our domestic sales activities of Altrazeal®.

Revenues per geographic area, along with relative percentages of total revenues, for the three and six months ended June 30 are summarized as follows:

	Three Months Ended June 30,										Six Months Ended June 30,
Revenues	2014		%			2013		%			2014		%			2013		%
Domestic	$	11,770		6	%	$	17,610		61	%	$	21,442		7	%	$	37,397		29	%
International		197,524		94	%		11,274		39	%		289,833		93	%		93,531		71	%
Total	$	209,294		100	%	$	28,884		100	%	$	311,275		100	%	$	130,928		100	%

A significant portion of our revenues are derived from a few major customers.  Customers with greater than 10% of total sales, along with their relative percentage of all sales, for the three and six months ended June 30 are represented on the following table:

		Three Months Ended June 30,						Six Months Ended June 30,
Customers	Product	2014			2013			2014			2013
Customer A	Altrazeal®		87	%		-			59	%		-
Customer B	Altrazeal®		3	%		-			28	%		57	%
Customer C	Altrazeal®		*			29	%		*			*
Total			90	%		29	%		87	%		57	%

* Sales from this customer were less than 10% of total sales for the period reported.

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INTANGIBLE ASSETS (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 9,625,938		$ 9,625,938		$ 9,625,938
Less: accumulated amortization	(6,190,723)		(6,190,723)		(5,955,101)
Intangible assets, net	3,435,215		3,435,215		3,670,837
Amortization expense	118,461	118,461	235,622	235,622
Future aggregate amortization expense for intangible assets [Abstract]
2014 (Six months)	239,526		239,526
2015	475,148		475,148
2016	476,450		476,450
2017	475,148		475,148
2018	475,148		475,148
2019 & Beyond	1,293,795		1,293,795
Total	3,435,215		3,435,215
Patents [Member] | Amlexanox (Aphthasol) [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	2,090,000		2,090,000		2,090,000
Patents [Member] | Amlexanox (OraDiscA) [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	6,873,080		6,873,080		6,873,080
Patents [Member] | OraDisc [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	73,000		73,000		73,000
Patents [Member] | Hydrogel Nanoparticle Aggregate [Member]
Finite-Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 589,858		$ 589,858		$ 589,858

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PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS (Tables)

6 Months Ended

Jun. 30, 2014

PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS [Abstract]

Property, equipment and leasehold improvements

Property, equipment and leasehold improvements, net, consisted of the following at June 30, 2014 and December 31, 2013:

Property, equipment and leasehold improvements	June 30, 2014			December 31, 2013
Laboratory equipment	$	424,888		$	424,888
Manufacturing equipment		1,597,961			1,581,728
Computers, office equipment, and furniture		140,360			140,360
Computer software		4,108			4,108
Leasehold improvements		95,841			95,841
		2,263,158			2,246,925
Less: accumulated depreciation and amortization		( 1,728,418	)		(1,608,311	)
Property, equipment and leasehold improvements, net	$	534,740		$	638,614

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INVENTORY (Tables)

6 Months Ended

Jun. 30, 2014

INVENTORY [Abstract]

Components of inventory

The components of inventory, at the different stages of production, consisted of the following at June 30, 2014 and December 31, 2013:

Inventory	June 30, 2014		December 31, 2013
Finished goods	$	22,230	$	85,993
Work-in-progress		308,001		299,464
Raw materials		18,462		10,148
Total	$	348,693	$	395,605

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SUBSEQUENT EVENTS (Details) (USD $)	3 Months Ended			0 Months Ended
	Jun. 30, 2014	Jul. 31, 2013 Secured convertible note [Member] June 2011 Note [Member]	Jul. 31, 2012 Secured convertible note [Member] June 2011 Note [Member]	Jul. 28, 2014 Subsequent Event [Member] Secured convertible note [Member] June 2011 Note [Member]	Jul. 28, 2014 Subsequent Event [Member] Secured convertible note [Member] June 2011 Note [Member]
Subsequent Event [Line Items]
Shares issued (in shares)	435,502			115,741
Current maturity of long-term debt					$ 125,000
Deferred interest payable		$ 14,001	$ 14,653		$ 13,457

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INVESTMENTS IN UNCONSOLIDATED ENTITIES (Details) (USD $)	3 Months Ended		6 Months Ended				12 Months Ended		3 Months Ended	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014 Minimum [Member]	Jun. 30, 2014 Maximum [Member]	Dec. 31, 2012 Altrazeal Trading Ltd. [Member]	Jun. 30, 2014 Altrazeal Trading Ltd. [Member]	Jun. 30, 2014 OraDisc [Member]	Jun. 30, 2014 OraDisc [Member]	Dec. 31, 2013 OraDisc [Member]
Schedule of Equity Method Investments [Line Items]
Percentage of noncontrolling interest (in hundredths)					20.00%	50.00%
Non-dilutable ownership interest (in hundredths)							25.00%	25.00%			25.00%
Unrecorded profit (loss)							$ 129,207
Balance sheet [Abstract]
Total assets							136,661
Total liabilities							660,006
Total stockholders' equity							(523,345)
Statement of operations [Abstract]
Revenues							61,028
Net (loss)							(516,829)
Gains losses on equity method investments	$ 0	$ 0	$ 0	$ 0					$ 0	$ 0

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INTANGIBLE ASSETS (Tables)

6 Months Ended

Jun. 30, 2014

INTANGIBLE ASSETS [Abstract]

Intangible assets

Intangible assets are comprised of patents acquired in October, 2005.  Intangible assets, net consisted of the following at June 30, 2014 and December 31, 2013:

Intangible assets	June 30, 2014			December 31, 2013
Patent - Amlexanox (Aphthasol®)	$	2,090,000		$	2,090,000
Patent - Amlexanox (OraDisc™ A)		6,873,080			6,873,080
Patent - OraDisc™		73,000			73,000
Patent - Hydrogel nanoparticle aggregate		589,858			589,858
		9,625,938			9,625,938
Less: accumulated amortization		( 6,190,723	)		(5,955,101	)
Intangible assets, net	$	3,435,215		$	3,670,837

Future aggregate amortization expense for intangible assets

The future aggregate amortization expense for intangible assets, remaining as of June 30, 2014, is as follows:

Calendar Years	Future Amortization Expense
2014 (Six months)	$	239,526
2015		475,148
2016		476,450
2017		475,148
2018		475,148
2019 & Beyond		1,293,795
Total	$	3,435,215

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INVESTMENTS IN UNCONSOLIDATED ENTITIES (Tables)

6 Months Ended

Jun. 30, 2014

INVESTMENTS IN UNCONSOLIDATED ENTITIES [Abstract]

Summarized financial information for investment

Summarized financial information for our investment in Altrazeal Trading Ltd. assuming 100% ownership is as follows:

Altrazeal Trading Ltd.	December 31, 2012
Balance sheet
Total assets	$	136,661
Total liabilities	$	660,006
Total stockholders’ equity	$	(523,345	)
Statement of operations
Revenues	$	61,028
Net (loss)	$	(516,829	)

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THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS

6 Months Ended

Jun. 30, 2014

THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS [Abstract]

THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS

NOTE 3. THE EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS

There were no new accounting pronouncements adopted or enacted during the periods presented that had, or are expected to have, a material impact on our financial statements.

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ACCRUED LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2014

ACCRUED LIABILITIES [Abstract]

Accrued liabilities

Accrued liabilities consisted of the following at June 30, 2014 and December 31, 2013:

Accrued Liabilities	June 30, 2014		December 31, 2013
Accrued taxes – payroll	$	106,299	$	106,299
Accrued compensation/benefits		49,972		148,683
Accrued insurance payable		-		60,113
Accrued property taxes		8,100		-
Product rebates/returns		14		32
Other		836		836
Total accrued liabilities	$	165,221	$	315,963

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NOTES RECEIVABLE (Details) (USD $)	6 Months Ended	12 Months Ended
	Jun. 30, 2014 PromissoryNote	Dec. 31, 2012 PromissoryNote	Dec. 31, 2013
Information relating to convertible notes payable [Abstract]
Initial principal amount	$ 125,000
June 2012 Note [Member]
Information relating to convertible notes payable [Abstract]
Initial principal amount	2,210,000
Percentage of prepayment premium of debt (in hundredths)	120.00%
Secured convertible note [Member] | June 2012 Note [Member]
Information relating to convertible notes payable [Abstract]
Purchase price paid in the form of promissory notes	1,500,000	1,500,000
Number of promissory notes issued under purchase agreement	6	6
Principal amount of promissory notes	250,000	250,000
Notes receivable and accrued interest			777,710
Notes receivable			687,500
Accrued interest			$ 90,210

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FAIR VALUE MEASUREMENTS (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Assets [Abstract]
Notes receivable and accrued interest	$ 0	$ 777,710
Convertible note - June 2011 [Member]
Liabilities [Abstract]
Convertible note payable	0	138,220
Convertible note - July 2011 [Member]
Liabilities [Abstract]
Convertible note payable	124,448	120,738
Convertible note - June 2012 [Member]
Liabilities [Abstract]
Convertible note payable	$ 0	$ 888,099

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CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Current Assets
Cash and cash equivalents	$ 720,590	$ 5,119
Accounts receivable, net	428,993	185,078
Notes receivable and accrued interest, current portion	0	777,710
Inventory	348,693	395,605
Prepaid expenses and deferred charges	87,749	123,812
Total Current Assets	1,586,025	1,487,324
Property, Equipment and Leasehold Improvements, net	534,740	638,614
Other Assets
Intangible assets, net	3,435,215	3,670,837
Investment in unconsolidated subsidiary	0	0
Deferred financing costs, net	0	86,770
Deposits	18,069	18,069
Total Other Assets	3,453,284	3,775,676
TOTAL ASSETS	5,574,049	5,901,614
Current Liabilities
Accounts payable	1,391,269	1,734,725
Accrued liabilities	165,221	315,963
Accrued interest	12,501	13,360
Convertible notes payable, net of unamortized debt discount, current portion	124,448	1,147,057
Deferred revenue, current portion	58,959	58,959
Total Current Liabilities	1,752,398	3,270,064
Long Term Liabilities
Deferred revenue, net of current portion	868,896	898,133
Total Long Term Liabilities	868,896	898,133
TOTAL LIABILITIES	2,621,294	4,168,197
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY
Preferred stock - $0.001 par value; 20,000 shares authorized; Preferred Stock Series A, 1,000 shares designated; no shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively	0	0
Common Stock - $0.001 par value; 200,000,000 shares authorized; 24,454,777 and 18,871,420 shares issued and outstanding at June 30, 2014 and December 31, 2013, respectively	24,455	18,872
Additional paid-in capital	55,951,057	53,336,127
Accumulated (deficit)	(53,022,757)	(51,621,582)
TOTAL STOCKHOLDERS' EQUITY	2,952,755	1,733,417
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 5,574,049	$ 5,901,614

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ACCRUED LIABILITIES (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Accrued liabilities [Abstract]
Accrued taxes - payroll	$ 106,299	$ 106,299
Accrued compensation/benefits	49,972	148,683
Accrued insurance payable	0	60,113
Accrued property taxes	8,100	0
Product rebates/returns	14	32
Other	836	836
Total accrued liabilities	$ 165,221	$ 315,963

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COMPANY OVERVIEW AND BASIS OF PRESENTATION

6 Months Ended

Jun. 30, 2014

COMPANY OVERVIEW AND BASIS OF PRESENTATION [Abstract]

COMPANY OVERVIEW AND BASIS OF PRESENTATION

NOTE 1. COMPANY OVERVIEW AND BASIS OF PRESENTATION

Company Overview

ULURU Inc. (hereinafter “we”, “our”, “us”, “ULURU”, or the “Company”) is a Nevada corporation.  We are a diversified specialty pharmaceutical company committed to developing and commercializing a broad range of innovative wound care and muco-adhesive film products based on our patented Nanoflex® and OraDisc^TM technologies, with the goal of improving outcomes for patients, health care professionals, and health care payers.

Basis of Presentation

In the opinion of management, the accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and include the accounts of ULURU Inc., a Nevada corporation, and its wholly-owned subsidiary, Uluru Delaware Inc., a Delaware corporation.  They do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company’s financial position as of June 30, 2014 and the results of its operations for the three and six months ended June 30, 2014 and 2013 and cash flows for the six months ended June 30, 2014 and 2013 have been made.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as 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.  Actual results may differ from those estimates and assumptions.  These differences are usually minor and are included in our consolidated financial statements as soon as they are known.  Our estimates, judgments, and assumptions are continually evaluated based on available information and experience. Because of the use of estimates inherent in the financial reporting process, actual results could differ from those estimates.

All intercompany transactions and balances have been eliminated in consolidation.

Operating results for the three and six months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014.

These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission on March 31, 2014, including the risk factors set forth therein.

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EARNINGS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2014

EARNINGS PER SHARE [Abstract]

Common shares excluded from calculating basic and diluted net loss per common share

Shares used in calculating basic and diluted net loss per common share exclude these potential common shares as of June 30, 2014 and December 31, 2013:

	June 30, 2014	December 31, 2013
Warrants to purchase Common Stock	1,745,451	4,665,451
Stock options to purchase common stock	1,014,907	1,014,907
Unvested restricted common stock	---	---
Common stock issuable upon the assumed conversion of our convertible note payable from June 2012 (1)	---	3,124,680
Common stock issuable upon the assumed conversion of our convertible note payable from June 2011 (2)	---	127,712
Common stock issuable upon the assumed conversion of our convertible note payable from July 2011 (2)	115,741	125,603
Total	2,876,099	9,058,353

(1)

The outstanding principal balance and the accrued and unpaid interest of the June 2012 Note may be converted, at the option of Inter-Mountain, into shares of Common Stock at a conversion price of $0.35 per share, subject to certain pricing adjustments and ownership limitations.  For the purposes of this Table, we have assumed a conversion price of $0.35 per share and no ownership limitations.  On February 27, 2014 and on March 3, 2014, we received conversion notices from Inter-Mountain whereby we issued an aggregate of 435,502 shares of Common Stock for the final payment of approximately $152,000 due under the June 2012 Note.

(2)

On June 13, 2014, Mr. Gray elected to convert the outstanding principal balance ($140,000) of the June 2011 Note and we issued 116,667 shares of Common Stock for such conversion.  On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

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INCOME TAXES

6 Months Ended

Jun. 30, 2014

INCOME TAXES [Abstract]

INCOME TAXES

NOTE 17. INCOME TAXES

There was no current federal tax provision or benefit recorded for any period since inception, nor were there any recorded deferred income tax assets, as such amounts were completely offset by valuation allowances.

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SHARE BASED COMPENSATION (Tables)

6 Months Ended

Jun. 30, 2014

SHARE BASED COMPENSATION [Abstract]

Stock option awards granted

Our Board granted the following incentive stock option awards to executives or employees and nonstatutory stock option awards to directors or non-employees for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014		2013
Incentive Stock Options  (1)
Quantity		-		-		-		232,500
Weighted average fair value per share		-		-		-	$	0.24
Fair value		-		-		-	$	56,112
Nonstatutory Stock Options  (2)
Quantity		-		-		-		735,000
Weighted average fair value per share		-		-		-	$	0.24
Fair value		-		-		-	$	177,388

(1) The Company did not award any incentive stock options for the three months ended June 30, 2014 and 2013, respectively.

(2) The Company did not award any nonstatutory stock options for the three months ended June 30, 2014 and 2013, respectively.

Weighted average assumptions to estimate the fair value of share based awards

We use the Black-Scholes option-pricing model to estimate the fair value of share-based awards with the following weighted average assumptions:

	Six Months Ended June 30,
	2014		2013
Incentive Stock Options
Expected volatility  (1)		-		103.55	%
Risk-free interest rate %  (2)		-		0.81	%
Expected term (in years)		-		5.0
Dividend yield  (3)		-		-
Forfeiture rate		-		-
Nonstatutory Stock Options
Expected volatility  (1)		-		103.55	%
Risk-free interest rate %  (2)		-		0.81	%
Expected term (in years)		-		5.0
Dividend yield  (3)		-		-
Forfeiture rate		-		-

(1) Expected volatility assumption was based upon a combination of historical stock price volatility measured on a daily basis and an estimate of expected future stock price volatility

(2) Risk-free interest rate assumption is based upon U.S. Treasury bond interest rates appropriate for the term of the stock options.

(3) The Company does not currently intend to pay cash dividends, thus has assumed a 0% dividend yield.

Allocated share-based compensation expense

The following table summarizes share-based compensation related to stock options for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014		2013
Research and development	$	5,365	$	5,365	$	10,672	$	6,013
Selling, general and administrative		17,018		16,419		36,251		24,752
Total share-based compensation expense	$	22,383	$	21,784	$	46,923	$	30,765

Stock option activity

The following table summarizes the stock options outstanding and the number of shares of Common Stock subject to exercise as of June 30, 2014 and the changes therein during the six months then ended:

	Stock Options		Weighted Average Exercise Price per Share
Outstanding as of December 31, 2013		1,014,907	$	2.12
Granted		-		-
Forfeited/cancelled		-		-
Exercised		-		-
Outstanding as of June 30, 2014		1,014,907	$	2.12

Stock option grants outstanding and exercisable

The following table presents the stock option grants outstanding and exercisable as of June 30, 2014:

Options Outstanding						Options Exercisable
Stock Options Outstanding		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Life in Years		Stock Options Exercisable		Weighted Average Exercise Price per Share
	892,500	$	0.33		8.7		272,500	$	0.33
	53,334		2.38		4.0		53,334		2.38
	30,002		14.40		2.8		30,002		14.40
	39,071		33.35		3.3		39,071		33.35
	1,014,907	$	2.12		8.1		394,907	$	4.94

Nonvested restricted stock awards

The following table summarizes share-based compensation related to restricted stock awards for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014		2013
Research and development	$	-	$	-	$	-	$	444
Selling, general and administrative		-		-		-		547
Total share-based compensation expense	$	-	$	-	$	-	$	991

At June 30, 2014, the balance of unearned share-based compensation to be expensed in future periods related to restricted stock awards, as adjusted for expected forfeitures, is zero.

The following table summarizes the non-vested restricted stock awards outstanding and the number of shares of Common Stock subject to potential issue as of June 30, 2014 and the changes therein during the six months then ended:

	Restricted stock		Weighted Average Grant Date Fair Value
Outstanding as of December 31, 2013		-		-
Shares granted		-		-
Shares forfeited/cancelled		-		-
Shares exercised/issued		-		-
Outstanding as of June 30, 2014		-		-

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LEGAL PROCEEDINGS

6 Months Ended

Jun. 30, 2014

LEGAL PROCEEDINGS [Abstract]

LEGAL PROCEEDINGS

NOTE 19. LEGAL PROCEEDINGS

From time to time, we may be involved in litigation relating to claims arising out of our operations in the normal course of business. We are not currently a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, would have a material adverse effect on the results of our operations or financial position. There are no material proceedings to which any director, officer or any of our affiliates, any owner of record or beneficially of more than five percent of any class of our voting securities, or any associate of any such director, officer, our affiliates, or security holder, is a party adverse to us or our consolidated subsidiary or has a material interest adverse thereto.

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SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2014

SIGNIFICANT ACCOUNTING POLICIES [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies used in preparation of these condensed consolidated financial statements for the three and six months ended June 30, 2014 are consistent with those discussed in Note 2 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission on March 31, 2014.

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CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $)	Jun. 30, 2014	Dec. 31, 2013
STOCKHOLDERS' EQUITY
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	20,000	20,000
Common Stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common Stock, shares authorized (in shares)	200,000,000	200,000,000
Common Stock, shares issued (in shares)	24,454,777	18,871,420
Common Stock, shares outstanding (in shares)	24,454,777	18,871,420
Series A Preferred Stock [Member]
STOCKHOLDERS' EQUITY
Shares designated to Series A (in shares)	1,000	1,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0

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EQUITY TRANSACTIONS

6 Months Ended

Jun. 30, 2014

EQUITY TRANSACTIONS [Abstract]

EQUITY TRANSACTIONS

NOTE 12. EQUITY TRANSACTIONS

Common Stock Transactions

March 2013 Offering

On March 14, 2013, we entered into a Securities Purchase Agreement (the “March SPA”) with Kerry P. Gray, the Company’s Chairman, President, and Chief Executive Officer and Terrance K. Wallberg, the Company’s Vice President and Chief Financial Officer (collectively, the “Investors”) relating to an equity investment of $440,000 by the Investors for 1,100,000 shares of our Common Stock (the “March Shares”) and warrants to purchase up to 660,000 shares of our Common Stock (the “March Warrants”) (the “March 2013 Offering”).  Under the March SPA, the purchase and sale of the March Shares and March Warrants took place at four closings over twelve months, with $88,000 being funded at the initial closing under the March SPA, $110,000 being funded on the four-month anniversary of the initial closing, $132,000 being funded on the eight-month anniversary of the initial closing, and $110,000 being funded on the one-year anniversary of the initial closing.  The March Warrants have a fixed exercise price of $0.60 per share, become exercisable in tranches on each of the four funding dates, and expire on the five-year anniversary of the initial closing.  On March 14, 2013, we closed the March 2013 Offering and received the initial funding tranche of $88,000 for the purchase of 220,000 shares of our Common Stock.  We received subsequent funding tranches of $110,000, $132,000, and $110,000 for the purchase of 275,000, 330,000, and 275,000 shares of our Common Stock on July 15, 2013, November 14, 2013, and March 14, 2014, respectively.

January 2013 Offering

On December 21, 2012, we entered into a Securities Purchase Agreement (the “SPA”) with IPMD GmbH (“IPMD”) relating to an equity investment of $2,000,000 by IPMD for 5,000,000 shares of our Common Stock (the “Shares”) and warrants to purchase up to 3,000,000 shares of our Common Stock (the “Warrants”) (the “January 2013 Offering”).  Under the SPA, the purchase and sale of the Shares and Warrants took place at four closings over twelve months, with $400,000 being funded at the initial closing under the SPA, $500,000 being funded on the four-month anniversary of the initial closing, $600,000 being funded on the eight-month anniversary of the initial closing, and $500,000 being funded on the one-year anniversary of the initial closing.  The Warrants have a fixed exercise price of $0.60 per share, become exercisable in tranches on each of the four funding dates, and expire on the one-year anniversary of the initial closing.  On January 3, 2013, we closed the January 2013 Offering and received the initial funding tranche of $400,000 for the purchase of 1,000,000 shares of our Common Stock.  We received subsequent funding tranches of $500,000, $300,000, $300,000, and $500,000 for the purchase of 1,250,000, 750,000, 750,000, and 1,250,000 shares of our Common Stock on May 7, 2013, September 6, 2013, October 24, 2013, and January 6, 2014 respectively.

In the SPA, we also agree to appoint up to two directors nominated by IPMD to serve on our Board of Directors.  On January 17, 2013, the Board of Directors of the Company appointed Helmut Kerschbaumer and Klaus Kuehne to each serve as a director of the Company.  Messrs. Kerschbaumer and Kuehne are the designees of IPMD to serve on the Company’s Board of Directors pursuant to covenants in the SPA with IPMD.

On January 3, 2014, the Warrants vested with respect to 3,000,000 shares of our Common Stock and were exercised by IPMD on that date pursuant to a Notice of Exercise, accepted by the Company, that provided for the issuance of 750,000 shares of Common Stock on each of January 31, 2014, February 28, 2014, March 31, 2014, and April 30, 2014 in exchange for the payment of $450,000 on each such date.

On January 31, 2014, IPMD entered into an Assignment Agreement (the “Assignment Agreement”) with The Punch Trust (“TPT”) and Michael I. Sacks (“Sacks”) pursuant to which IPMD assigned to TPT and Sacks its rights and interests to purchase up to 3,000,000 shares of our Common Stock as detailed in the Warrants and the Notice of Exercise.  Neither TPT nor Sacks paid any monetary consideration to IPMD in connection with the assignments under the Assignment Agreement.

Concurrent with the assignment under the Assignment Agreement described above, ULURU, TPT, Sacks, and IPMD entered into an Implementation Agreement (the “Implementation Agreement”) pursuant to which we consented and agreed to the assignment of the Warrants to TPT and Sacks.  We also agreed to issue and facilitate the delivery of the shares of Common Stock under the Warrants to TPT and Sacks upon their payment of the corresponding purchase price due under the Warrants.  Under the terms of the Warrants, Sacks made payments of $450,000 on each of January 31, 2014 and February 28, 2014 and $150,000 on each of March 31, 2014 and April 30, 2014.  The Company issued 750,000 shares of Common Stock to Sacks on each of January 31, 2014 and February 28, 2014 and 250,000 shares of Common Stock on each of March 31, 2014 and April 30, 2014.  Under the terms of the Warrants, TPT made payments of $300,000 on each of March 31, 2014 and April 30, 2014 and the Company issued 500,000 shares of Common Stock to TPT on each date, respectively.

On January 31, 2014, we also entered into a Registration Rights Agreement with TPT and Sacks whereby we agreed to prepare and file with the SEC a registration statement for the number of shares referred to therein within sixty days after request and to use commercially reasonable efforts to cause such registration statement to be declared effective with the SEC and to keep such registration statement effective for a period of eighty days and, if necessary, such eighty day period being extended for up to sixty additional days.

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Document and Entity Information	6 Months Ended
	Jun. 30, 2014	Aug. 14, 2014 Common Stock [Member]	Aug. 14, 2014 Series A Preferred Stock [Member]
Entity Information [Line Items]
Entity Registrant Name	ULURU INC.
Entity Central Index Key	0001168220
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		24,570,518	0
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q2
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2014

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STOCKHOLDERS' EQUITY

6 Months Ended

Jun. 30, 2014

STOCKHOLDERS' EQUITY [Abstract]

STOCKHOLDERS' EQUITY

NOTE 13. STOCKHOLDERS’ EQUITY

Common Stock

As of June 30, 2014, we had 24,454,777 shares of Common Stock issued and outstanding.  We issued 116,667 shares of Common Stock for the three months ended June 30, 2014 comprised of 116,667 shares of Common Stock issued for the conversion and final payment of the June 2011 Note held by Kerry Gray.

Preferred Stock

As of June 30, 2014, we had no shares of Series A Preferred Stock (the “Series A Shares”).  For the three months ended June 30, 2014, we did not issue or redeem any Series A Shares.

Warrants

The following table summarizes the warrants outstanding and the number of shares of Common Stock subject to exercise as of June 30, 2014 and the changes therein during the six months then ended:

	Number of Shares of Common Stock Subject to Exercise			Weighted – Average Exercise Price
Balance as of December 31, 2013		4,665,451		$	0.82
Warrants issued		80,000		$	1.20
Warrants exercised		(3,000,000	)	$	0.60
Warrants cancelled		-			-
Balance as of June 30, 2014 (1)		1,745,451		$	1.22

(1) As part of the June 2012 Note, Inter-Mountain received a total of seven warrants to purchase, if they all had vested, an aggregate of 3,142,857 shares of Common Stock, which number of shares could increase based upon the terms and conditions of the warrants.  The warrants have an exercise price of $0.35 per share, subject to certain pricing adjustments, and are exercisable, subject to vesting provisions and ownership limitations, until June 27, 2017.  Warrants for 785,714, 392,857, 392,857, and 392,857 shares of Common Stock vested on June 27, 2012, December 31, 2012, February 26, 2013, and July 15, 2013, respectively, and three warrants for 1,571,428 shares of Common Stock were exercised in 2013.  Such issuance of shares of Common Stock following the cashless exercise of three warrants by Inter-Mountain during 2013 was based upon an agreement in December 2013 with Inter-Mountain modifying the formula in the Warrants for determing the number of shares to be issued upon a cashless exercise. On January 22, 2014, we elected to offset and deduct the three remaining Investor Notes from the principle amount due to Inter-Mountain under the June 2012 Note and as a result of the offset and deduction the three remaining warrants terminated.  For the purposes of this Table, only such net vested shares of Common Stock from one unexercised warrant (392,857 shares) have been included, based upon an exercise price of $0.35 per share of Common Stock.

For the six months ended June 30, 2014, we issued a warrant to Torrey Hills Capital, Inc., to purchase up to an aggregate of 80,000 shares of our Common Stock at an exercise price of $1.20 per share, for consulting services.

Of the warrant shares subject to exercise as of June 30, 2014, expiration of the right to exercise is as follows:

Date of Expiration	Number of Warrant Shares of Common Stock Subject to Expiration
July 23, 2014		69,050
May 15, 2015		357,155
June 13, 2016		35,000
July 16, 2016		116,667
July 28, 2016		34,722
June 27, 2017		392,857
March 14, 2018		660,000
January 15, 2019		80,000
Total		1,745,451

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Revenues
License fees	$ 14,698	$ 11,274	$ 29,237	$ 22,427
Royalty income	17,012	0	17,012	0
Product sales, net	177,584	17,610	265,026	108,501
Total Revenues	209,294	28,884	311,275	130,928
Costs and Expenses
Cost of goods sold	113,090	3,102	154,132	43,991
Research and development	184,423	211,183	372,019	376,468
Selling, general and administrative	411,279	351,726	880,352	612,416
Amortization of intangible assets	118,461	118,461	235,622	235,622
Depreciation	59,553	60,460	120,107	125,848
Total Costs and Expenses	886,806	744,932	1,762,232	1,394,345
Operating (Loss)	(677,512)	(716,048)	(1,450,957)	(1,263,417)
Other Income (Expense)
Interest and miscellaneous income	519	18,011	5,060	40,476
Interest expense	(32,722)	(128,375)	(97,981)	(260,061)
Equity in earnings (loss) of unconsolidated subsidiary	0	0	0	0
Gain on early extinguishment of convertible note	0	0	142,703	0
Gain on sale of equipment	0	3,627	0	3,627
(Loss) Before Income Taxes	(709,715)	(822,785)	(1,401,175)	(1,479,375)
Income taxes	0	0	0	0
Net (Loss)	(709,715)	(822,785)	(1,401,175)	(1,479,375)
Less preferred stock dividends	0	(12,154)	0	(24,175)
Net (Loss) Allocable to Common Stockholders	$ (709,715)	$ (834,939)	$ (1,401,175)	$ (1,503,550)
Basic and diluted net (loss) per common share (in dollars per share)	$ (0.03)	$ (0.06)	$ (0.06)	$ (0.12)
Weighted average number of common shares outstanding (in shares)	24,122,176	13,670,628	22,776,695	12,669,437

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PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS

6 Months Ended

Jun. 30, 2014

PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS [Abstract]

PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS

NOTE 7. PROPERTY, EQUIPMENT and LEASEHOLD IMPROVEMENTS

Property, equipment and leasehold improvements, net, consisted of the following at June 30, 2014 and December 31, 2013:

Property, equipment and leasehold improvements	June 30, 2014			December 31, 2013
Laboratory equipment	$	424,888		$	424,888
Manufacturing equipment		1,597,961			1,581,728
Computers, office equipment, and furniture		140,360			140,360
Computer software		4,108			4,108
Leasehold improvements		95,841			95,841
		2,263,158			2,246,925
Less: accumulated depreciation and amortization		( 1,728,418	)		(1,608,311	)
Property, equipment and leasehold improvements, net	$	534,740		$	638,614

Depreciation expense on property, equipment and leasehold improvements was $59,553 and $60,460 for the three months ended June 30, 2014 and 2013, respectively, and was $120,107 and $125,848 for the six months ended June 30, 2014 and 2013, respectively.

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INVENTORY

6 Months Ended

Jun. 30, 2014

INVENTORY [Abstract]

INVENTORY

NOTE 6. INVENTORY

As of June 30, 2014, our inventory was comprised of Altrazeal® finished goods, manufacturing costs incurred in the production of Altrazeal®, and raw materials.  Inventories are stated at the lower of cost (first in, first out method) or market.  We regularly review inventories on hand and write down the carrying value of our inventories for excess and potentially obsolete inventories based on historical usage and estimated future usage.  In assessing the ultimate realization of our inventories, we are required to make judgments as to future demand requirements.  As actual future demand or market conditions may vary from those projected by us, adjustment to inventories may be required.

The components of inventory, at the different stages of production, consisted of the following at June 30, 2014 and December 31, 2013:

Inventory	June 30, 2014		December 31, 2013
Finished goods	$	22,230	$	85,993
Work-in-progress		308,001		299,464
Raw materials		18,462		10,148
Total	$	348,693	$	395,605

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2014

COMMITMENTS AND CONTINGENCIES [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 18. COMMITMENTS AND CONTINGENCIES

Operating Leases

On January 31, 2006 we entered into a lease agreement for office and laboratory space in Addison, Texas.  The lease commenced on April 1, 2006 and originally continued until April 1, 2013.  The lease required a minimum monthly lease obligation of $9,330, which was inclusive of monthly operating expenses, until April 1, 2011 and at such time increased to $9,776, which was inclusive of monthly operating expenses.  On February 22, 2013, we executed an Amendment to Lease Agreement (the "Lease Amendment") that renewed and extended our lease until March 31, 2015.  The Lease Amendment required a minimum monthly lease obligation of $9,193, which was inclusive of monthly operating expenses, until March 31, 2014 and at such time, increased to $9,379, which is inclusive of monthly operating expenses.

On December 10, 2010 we entered into a lease agreement for certain office equipment.  The lease, which commenced on February 1, 2011 and continues until February 1, 2015, requires a minimum lease obligation of $744 per month.

The future minimum lease payments under the 2013 office lease and the 2010 equipment lease are as follows as of June 30, 2014:

Calendar Years	Future Lease Expense
2014 (Six months)	$	60,737
2015		28,881
2016		---
2017		---
2018		---
Total	$	89,618

Rent expense for our operating leases amounted to $30,446 and $30,014 for the three months ended June 30, 2014 and 2013, respectively, and $60,826 and $55,042 for the six months ended June 30, 2014 and 2013, respectively.

Indemnification

In the normal course of business, we enter into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. Our exposure under these agreements is unknown because it involves claims that may be made against us in the future, but have not yet been made. To date, we have not paid any claims or been required to defend any action related to our indemnification obligations. However, we may record charges in the future as a result of these indemnification obligations.

In accordance with our restated articles of incorporation and our amended and restated bylaws, we have indemnification obligations to our officers and directors for certain events or occurrences, subject to certain limits, while they are serving at our request in their respective capacities. There have been no claims to date and we have a director and officer insurance policy that enables us to recover a portion of any amounts paid for future potential claims. We have also entered into contractual indemnification agreements with each of our officers and directors.

Related Party Transactions and Concentration

On January 17, 2013, the Board of Directors of the Company appointed Helmut Kerschbaumer and Klaus Kuehne to each serve as a director of the Company.  Mr. Kerschbaumer currently serves as a director of IPMD, Altrazeal Trading GmbH, Altrazeal AG, and Melmed Holding AG (collectively, the "Altrazeal Distributors") and Mr. Kuehne currently serves as a director of Altrazeal AG.  In such capacities, Mr. Kerschbaumer may be considered, either singularly or collectively, to have control of, and make investment and business decisions on behalf of the Altrazeal Distributors and Mr. Kuehne may be considered, either singularly of collectively, to have control of, and make investment and business decisions on behalf of Altrazeal AG.

Currently, we are party to License and Supply Agreements with Altrazeal Trading GmbH, Altrazeal AG, and Melmed Holding AG for the marketing and distribution of Altrazeal in various international territories.  On December 21, 2012, we entered into a Securities Purchase Agreement with IPMD as described in more detail in Note 12.

For the six months ended June 30, 2014 and 2013, the Company recorded product sales, in approximate numbers, of $244,000 and $71,000, respectively, with the various Altrazeal Distributors, which represented approximately 78% and 54% of our total revenues.

As of June 30, 2014 and December 31, 2013, Altrazeal Distributors had an outstanding accounts receivable, in approximate numbers, of $424,000 and $174,000, respectively, which represented approximately 99% and 97% of our gross outstanding accounts receivables.

Related Party Obligations

Since 2011, our named executive officers and certain key executives have temporarily deferred portions of their compensation as part of a plan to conserve the Company's cash and financial resources.

As of June 30, 2014, the following table summarizes the compensation temporarily deferred and subsequent repayments:

Name	2014			2013			2012		2011		Total
Kerry P. Gray (1) (2)	$	(257,500	)	$	(91,000	)	$	220,673	$	140,313	$	12,486
Terrance K. Wallberg		(25,000	)		(35,769	)	$	24,230	$	36,539		---
Key executives		(28,239	)		(20,000	)	$	27,253	$	20,986		---
Total	$	(310,739	)	$	(146,769	)	$	272,156	$	197,838	$	12,486

(1)

During 2014, Mr. Gray was repaid $257,500 of temporarily deferred compensation, of which $100,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

(2)

During 2013, Mr. Gray temporarily deferred compensation of $221,500 which consisted of $11,500 earned pursuant to a Separation Agreement and $210,000 for his duties as Chairman of the Executive Committee of the Company's Board of Directors.  During 2013, Mr. Gray was also repaid $312,500 of temporarily deferred compensation, of which $300,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

As of June 30, 2014 and December 31, 2013, the Company's obligation for temporarily deferred compensation was $12,486 which was included in accrued liabilities, and $323,225 of which $207,500 was included in accounts payable and $115,725 was included in accrued liabilities, respectively.

Contingent Milestone Obligations

We are subject to paying Access Pharmaceuticals, Inc. ("Access") for certain milestones based on our achievement of certain annual net sales, cumulative net sales, and/or our having reached certain defined technology milestones including licensing agreements and advancing products to clinical development.  As of June 30, 2014, the future milestone obligations that we are subject to paying Access, if the milestones related thereto are achieved, total $4,750,000.  Such milestones are based on total annual sales of 20 and 40 million dollars of certain products, annual sales of 20 million dollars of any one certain product, and cumulative sales of such products of 50 and 100 million dollars.

On March 7, 2008, we terminated the license agreement with ProStrakan Ltd. for Amlexanox-related products in the United Kingdom and Ireland.  As part of the termination, we agreed to pay ProStrakan Ltd. a royalty of 30% on any future payments received by us from a new licensee in the United Kingdom and Ireland territories, up to a maximum of $1,400,000.  On November 17, 2008, we entered into a licensing agreement for Amlexanox-related product rights to the United Kingdom and Ireland territories with MEDA AB.

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EARNINGS PER SHARE

6 Months Ended

Jun. 30, 2014

EARNINGS PER SHARE [Abstract]

EARNINGS PER SHARE

NOTE 14. EARNINGS PER SHARE

Basic and Diluted Net Loss Per Share

In accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 260, Earnings per Share, basic earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period.  Diluted earnings (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period, increased to include potential dilutive common shares.  The effect of outstanding stock options, restricted vesting Common Stock, convertible debt, convertible preferred stock, and warrants, when dilutive, is reflected in diluted earnings (loss) per common share by application of the treasury stock method.  We have excluded all outstanding stock options, restricted vesting Common Stock, convertible debt, convertible preferred stock, and warrants from the calculation of diluted net loss per common share because all such securities are antidilutive for all periods presented.

Shares used in calculating basic and diluted net loss per common share exclude these potential common shares as of June 30, 2014 and December 31, 2013:

	June 30, 2014	December 31, 2013
Warrants to purchase Common Stock	1,745,451	4,665,451
Stock options to purchase common stock	1,014,907	1,014,907
Unvested restricted common stock	---	---
Common stock issuable upon the assumed conversion of our convertible note payable from June 2012 (1)	---	3,124,680
Common stock issuable upon the assumed conversion of our convertible note payable from June 2011 (2)	---	127,712
Common stock issuable upon the assumed conversion of our convertible note payable from July 2011 (2)	115,741	125,603
Total	2,876,099	9,058,353

(1)

The outstanding principal balance and the accrued and unpaid interest of the June 2012 Note may be converted, at the option of Inter-Mountain, into shares of Common Stock at a conversion price of $0.35 per share, subject to certain pricing adjustments and ownership limitations.  For the purposes of this Table, we have assumed a conversion price of $0.35 per share and no ownership limitations.  On February 27, 2014 and on March 3, 2014, we received conversion notices from Inter-Mountain whereby we issued an aggregate of 435,502 shares of Common Stock for the final payment of approximately $152,000 due under the June 2012 Note.

(2)

On June 13, 2014, Mr. Gray elected to convert the outstanding principal balance ($140,000) of the June 2011 Note and we issued 116,667 shares of Common Stock for such conversion.  On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

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ACCRUED LIABILITIES

6 Months Ended

Jun. 30, 2014

ACCRUED LIABILITIES [Abstract]

ACCRUED LIABILITIES

NOTE 10. ACCRUED LIABILITIES

Accrued liabilities consisted of the following at June 30, 2014 and December 31, 2013:

Accrued Liabilities	June 30, 2014		December 31, 2013
Accrued taxes – payroll	$	106,299	$	106,299
Accrued compensation/benefits		49,972		148,683
Accrued insurance payable		-		60,113
Accrued property taxes		8,100		-
Product rebates/returns		14		32
Other		836		836
Total accrued liabilities	$	165,221	$	315,963

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INTANGIBLE ASSETS

6 Months Ended

Jun. 30, 2014

INTANGIBLE ASSETS [Abstract]

INTANGIBLE ASSETS

NOTE 8. INTANGIBLE ASSETS

Intangible assets are comprised of patents acquired in October, 2005.  Intangible assets, net consisted of the following at June 30, 2014 and December 31, 2013:

Intangible assets	June 30, 2014			December 31, 2013
Patent - Amlexanox (Aphthasol®)	$	2,090,000		$	2,090,000
Patent - Amlexanox (OraDisc™ A)		6,873,080			6,873,080
Patent - OraDisc™		73,000			73,000
Patent - Hydrogel nanoparticle aggregate		589,858			589,858
		9,625,938			9,625,938
Less: accumulated amortization		( 6,190,723	)		(5,955,101	)
Intangible assets, net	$	3,435,215		$	3,670,837

Amortization expense for intangible assets was $118,461 and $118,461 for the three months ended June 30, 2014 and 2013, respectively, and was $235,622 and $235,622 for the six months ended June 30, 2014 and 2013, respectively.

The future aggregate amortization expense for intangible assets, remaining as of June 30, 2014, is as follows:

Calendar Years	Future Amortization Expense
2014 (Six months)	$	239,526
2015		475,148
2016		476,450
2017		475,148
2018		475,148
2019 & Beyond		1,293,795
Total	$	3,435,215

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INVESTMENTS IN UNCONSOLIDATED ENTITIES

6 Months Ended

Jun. 30, 2014

INVESTMENTS IN UNCONSOLIDATED ENTITIES [Abstract]

INVESTMENTS IN UNCONSOLIDATED ENTITIES

NOTE 9. INVESTMENTS IN UNCONSOLIDATED ENTITIES

We use the equity method of accounting for investments in other companies that are not controlled by us and in which our interest is generally between 20% and 50% of the voting shares or we have significant influence over the entity, or both.

Altrazeal Trading Ltd.

On January 11, 2012, we executed a shareholders’ agreement for the establishment of Altrazeal Trading Ltd., a single purpose entity to be used for the exclusive marketing of Altrazeal® throughout the European Union, Australia, New Zealand, North Africa, and the Middle East.  As a result of this transaction, we received a non-dilutable 25% ownership interest in Altrazeal Trading Ltd.  On February 1, 2014, Altrazeal Trading Ltd. transferred all of their rights and obligations under the existing shareholders’ agreement to Altrazeal Trading GmbH.

Audited financial statements of Altrazeal Trading Ltd. for the years ended December 31, 2012 and 2013 and unaudited financial statements for the three months and six months ended June 30, 2014 have not been released to us and, therefore, we have not included the effect of the financial activities of Altrazeal Trading Ltd. in our financial statements for each reporting period.  We believe that our share of the cumulative losses of Altrazeal Trading Ltd. for the years ended December 31, 2012 and 2013 and for the three months and six months ended June 30, 2014 would exceed the carrying value of our investment, therefore the equity method of accounting would be suspended for such reporting periods and no additional losses would be charged to operations.

Based upon updated unaudited financial statements received in May 2014, our unrecorded share of Altrazeal Trading Ltd. losses for the year ended December 31, 2012 totaled $129,207.

Summarized financial information for our investment in Altrazeal Trading Ltd. assuming 100% ownership is as follows:

Altrazeal Trading Ltd.	December 31, 2012
Balance sheet
Total assets	$	136,661
Total liabilities	$	660,006
Total stockholders’ equity	$	(523,345	)
Statement of operations
Revenues	$	61,028
Net (loss)	$	(516,829	)

ORADISC GmbH

On October 19, 2012, we executed a shareholders’ agreement for the establishment of ORADISC GmbH, a single purpose entity to be used for the exclusive development and marketing of OraDisc™ erodible film technology products.  We received a non-dilutable 25% ownership interest in ORADISC GmbH.

As of June 30, 2014, ORADISC GmbH had not begun operations and accordingly the net book value of the investee assets had not been determined and there were no equity method investee gains or losses for the three months and six months ended June 30, 2014.

Altrazeal AG

On February 1, 2014, we executed a shareholders’ agreement with Altrazeal AG, a single purpose entity for the marketing of Altrazeal® in several territories, including Africa (markets not already licensed), Latin America, Georgia, Turkmenistan, Ukraine, the Commonwealth of Independent States, Jordan, Syria, Asia and the Pacific (excluding China, Hong Kong, Macau, Taiwan, South Korea, Japan, Australia, and New Zealand).  As a result of this transaction, we received a non-dilutable 25% ownership interest in Altrazeal AG.

Financial statements of Altrazeal AG for the three months and six months ended June 30, 2014 have not been released to us and, therefore, we have not included the effect of the financial activities of Altrazeal AG in our financial statements for such reporting period.  We believe that our share of the cumulative losses of Altrazeal AG for the three months and six months ended June 30, 2014 would exceed the carrying value of our investment, therefore the equity method of accounting would be suspended for such reporting periods and no additional losses would be charged to operations.

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CONVERTIBLE DEBT

6 Months Ended

Jun. 30, 2014

CONVERTIBLE DEBT [Abstract]

CONVERTIBLE DEBT

NOTE 11. CONVERTIBLE DEBT

Convertible Note – June 2012

On June 27, 2012, we entered into a Securities Purchase Agreement (the "Purchase Agreement"), related to our issuance of the June 2012 Note, with Inter-Mountain.  The purchase price for the June 2012 Note was paid $500,000 at closing in cash and $1,500,000 in the form of six Investor Notes in favor of the Company, each in the principal amount of $250,000 at an interest rate of 8.0% per annum, and each of which becomes due as the outstanding balance under the June 2012 Note is reduced to certain levels.  The purchase price of the June 2012 Note also reflected a $200,000 original issue discount and $10,000 in attorney's fees. The Purchase Agreement also includes representations and warranties, restrictive covenants, and indemnification provisions standard for similar transactions.

The June 2012 Note bears interest at the rate of 8.0% per annum, with monthly installment payments of $83,333 commencing on the date that is the earlier of (i) thirty calendar days after the effective date of a registration statement registering the re-sale of the shares issuable upon conversion under the June 2012 Note or (ii) December 24, 2012, but in no event sooner than September 25, 2012.  At our option, subject to certain volume, price, and other conditions, the monthly installment payments on the June 2012 Note may be paid in whole, or in part, in cash or in our Common Stock.  If the monthly installment is paid in Common Stock, such shares being issued will be based on a price that is 80% of the average of the three lowest volume weighted average prices of the shares of Common Stock during the preceding twenty trading days.  The percentage declines to 70% if the average of the three lowest volume weighted average prices of the shares of Common Stock during the preceding twenty trading days is less than $0.05.

At the option of Inter-Mountain, the outstanding principal balance of the June 2012 Note may be converted into shares of our Common Stock at a conversion price of $0.35 per share, subject to certain pricing adjustments and ownership limitations.  The initial tranche was $710,000 and the six subsequent tranches are each $250,000, plus interest.  At our option, the outstanding principal balance of the June 2012 Note, or a portion thereof, may be prepaid in cash at 120% of the amount elected to be prepaid.  The June 2012 Note is secured by a Security Agreement pursuant to which we granted to Inter-Mountain a first-priority security interest in the assets held by the Company.

Events of default under the June 2012 Note include failure to make required payments or to deliver shares upon conversion, the entry of a $100,000 judgment not stayed within 30 days, breach of representations or covenants under the transaction documents, various events associated with insolvency or failure to pay debts, delisting of our Common Stock, a restatement of financial statements, and a default under certain other agreements.  In the event of default, the interest rate under the June 2012 Note increases to 18% and the June 2012 Note becomes callable at a premium.  In addition, the holder has all remedies under law and equity, including foreclosing on our assets under a Security Agreement with Inter-Mountain.

As part of the convertible debt financing, Inter-Mountain also received a total of seven warrants (the "Warrants") to purchase, if they all vest, an aggregate of 3,142,857 shares of Common Stock, which number of shares could increase based upon the terms and conditions of the Warrants.  The Warrants have an exercise price of $0.35 per share, subject to certain pricing adjustments, and are exercisable, subject to vesting provisions and ownership limitations, until June 27, 2017.  Warrants for 785,714, 392,857, 392,857, and 392,857 shares of Common Stock vested on June 27, 2012, December 31, 2012, February 26, 2013, and July 15, 2013, respectively.  Each of the three remaining Warrants has terminated, as described below.  As of June 30, 2014, we have issued 725,274 shares of Common Stock to Inter-Mountain for the cashless exercise of three warrants that vested prior to February 26, 2013 to purchase 1,571,428 shares of Common Stock.  Such issuance of shares of Common Stock following the cashless exercise of three warrants by Inter-Mountain during 2013 was based upon an agreement in December 2013 with Inter-Mountain modifying the formula in the Warrants for determining the number of shares to be issued upon a cashless exercise.  As of June 30, 2014, there is one warrant that remains vested but unexercised for 392,857 shares of Common Stock.  Inter-Mountain delivered a notice of a cashless exercise with respect to this warrant on or about May 1, 2014 purporting to exercise it with respect to the delivery of 782,284 shares of Common Stock.  We believe that, as a result of the December 2013 agreement, the warrant is exercisable, on a cashless basis, with respect to only 261,516 shares of Common Stock as of May 1, 2014 and, as a result, have not honored such warrant exercise.

As part of the convertible debt financing, we entered into a Registration Rights Agreement whereby we agreed to prepare and file with the SEC a registration statement for the number of shares referred to therein no later than July 27, 2012 and to cause such registration statement to be declared effective no later than ninety days after such filing with the SEC and to keep such registration statement effective for a period of no less than one hundred and eighty days.  The Registration Rights Agreement also grants Inter-Mountain piggy-back registration rights with respect to future offerings by the Company.  In accordance with our obligations under the Registration Rights Agreement, we filed with the SEC a registration statement that was declared effective on July 31, 2012, which registration statement expired by rule on April 30, 2013.

On October 5, 2012, we and Inter-Mountain entered into a First Amendment to Buyer Trust Deed Note #1 for the purpose of revising certain terms and conditions contained in the Buyer Trust Deed Note #1, to include an updated schedule for the timing of certain payment obligations by Inter-Mountain contained therein.

On January 22, 2014, we provided notice to Inter-Mountain of our election to exercise our rights under the June 2012 Note and to offset amounts we owed to Inter-Mountain against amounts it owed to us under the Investor Notes. Our notice provided that such deduction and offset occurred on January 22, 2014, that we will not incur the 120% prepayment premium with respect to amounts paid under the June 2012 Note as a result of the deduction and offset, that no warrants will become exercisable as a result of the offset, and that any warrants unvested as of January 22, 2014 shall immediately and automatically terminate.   As a result of the deduction and offset, the outstanding amount owed under the June 2012 Note was reduced to approximately $317,000 as of January 22, 2014.

On February 27, 2014 and on March 3, 2014, we received conversion notices from Inter-Mountain whereby we issued an aggregate of 435,502 shares of Common Stock for the final payment of approximately $152,000 due under the June 2012 Note.

Convertible Note – July 2011

On July 28, 2011, we completed a convertible debt financing for $125,000 with Mr. Kerry P. Gray, the Company's Chairman, President, and Chief Executive Officer (the "July 2011 Note").  The July 2011 Note bears interest at the rate of 10.0% per annum, with annual payments of interest commencing on July 1, 2012.  The full amount of principal and any unpaid interest will be due on July 28, 2014.  The outstanding principal balance of the July 2011 Note may be converted into shares of the Company's Common Stock, at the option of the note holder and at any time, at a conversion price of $1.08 per share or 115,741 shares of Common Stock.  We may force conversion of the July 2011 Note if our Common Stock trades for a defined period of time at a price greater than $2.16.  The July 2011 Note is collateralized by the grant of a security interest in the inventory, accounts receivables and capital equipment held by the Company.  The securities issuable on conversion have not been registered under the Securities Act of 1933 and may not be sold absent registration or an applicable exemption from the registration requirements.  As part of the convertible debt financing, Mr. Gray also received a warrant to purchase up to 34,722 shares of the Company's Common Stock.  The warrant has an exercise price of $1.08 per share and is exercisable at any time until July 28, 2016.

On July 3, 2012, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2012 of $11,542 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the July 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2012.  Commencing on July 1, 2012, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $11,542 until the relevant payment date.  On September 5, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2012 of $11,542 and accrued interest thereon of $1,643.

On July 1, 2013, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2013 of $12,501 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the July 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2013.  Commencing on July 1, 2013, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $12,501 until the relevant payment date.  On October 28, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2013 of $12,501 and accrued interest thereon of $492.

On July 28, 2014, we issued 115,741 shares of Common Stock to Mr. Gray for the conversion and final payment of $125,000 due under the July 2011 Note and remitted to Mr. Gray the annual interest due on July 28, 2014 of $13,457.

Convertible Note – June 2011

On June 13, 2011, we completed a $140,000 convertible debt financing with Mr. Gray (the "June 2011 Note").  The June 2011 Note bears interest at the rate of 10% per annum, with annual payments of interest commencing on July 1, 2012.  The full amount of principal and any unpaid interest will be due on June 13, 2014.  The outstanding principal balance of the June 2011 Note may be converted into shares of the Company's Common Stock, at the option of the note holder and at any time, at a conversion price of $1.20 per share or 116,667 shares of Common Stock.  We may force conversion of the convertible note if our Common Stock trades for a defined period of time at a price greater than $1.80.  The June 2011 Note is collateralized by the grant of a security interest in the inventory, accounts receivables, and capital equipment held by the Company.  The securities issuable on conversion have not been registered under the Securities Act of 1933 and may not be sold absent registration or an applicable exemption from the registration requirements.  As part of the convertible debt financing, Mr. Gray also received a warrant to purchase up to 35,000 shares of the Company's Common Stock.  The warrant has an exercise price of $1.20 per share and is exercisable at any time until June 13, 2016.

On July 3, 2012, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2012 of $14,653 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the June 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2012.  Commencing on July 1, 2012, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $14,653 until the relevant payment date.  On September 5, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2012 of $14,653 and accrued interest thereon of $2,080.

On July 1, 2013, the Company and Mr. Gray entered into a Modification Agreement for the purpose of deferring the annual payment of interest due on July 1, 2013 of $14,001 until such time as Mr. Gray provides written notice to us with such notice being no less than 15 days prior to the relevant payment date.  Moreover, the parties agreed that no Event of Default under the June 2011 Note occurred as a result of any failure by us to make the annual payment of interest due on July 1, 2013.  Commencing on July 1, 2013, interest at the rate of 12.0% per annum accrued on the deferred interest payment of $14,001 until the relevant payment date.  On October 28, 2013, we remitted to Mr. Gray the annual interest due on July 1, 2013 of $14,001 and accrued interest thereon of $553.

On June 13, 2014, we issued 116,667 shares of Common Stock to Mr. Gray for the conversion and final payment of $140,000 due under the June 2011 Note and remitted to Mr. Gray the annual interest due on June 13, 2014 of $13,346.

We account for convertible debt using specific guidelines in accordance with U.S. GAAP.  We allocated the value of the proceeds received to the convertible instrument and to the warrant on a relative fair value basis.  We calculated the fair value of the warrant issued with the convertible instrument using the Black-Scholes valuation method, using the same assumptions used for valuing employee stock options, except the contractual life of the warrant was used. Using the effective interest method, the allocated fair value was recorded as a debt discount and is being amortized over the expected term of the convertible debt to interest expense.

On the date of issuance of the June 2011 Note, the July 2011 Note, and the June 2012 Note, no portion of the proceeds were attributable to a beneficial conversion feature since the conversion price of the June 2011 Note, the July 2011 Note, and the June 2012 Note exceeded the market price of the Company's Common Stock.

Information relating to our convertible notes payable is as follows:

									As of June 30, 2014
Transaction	Initial Principal Amount		Interest Rate			Maturity Date	Conversion Price (1)		Principal Balance		Unamortized Debt Discount		Carrying Value
July 2011 Note	$	125,000		10.0	%	07/28/2014	$	1.08	$	125,000	$	552	$	124,448
Total	$	125,000							$	125,000	$	552	$	124,448

(1) On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,0000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

The amount of interest cost recognized from our convertible notes payable was $5,952 and $41,417 for the three months ended June 30, 2014 and 2013, respectively, and was $19,897 and $86,645 for the six months ended June 30, 2014 and 2013, respectively.

The amount of debt discount amortized from our convertible notes payable was $2,655 and $44,683 for the three months ended June 30, 2014 and 2013, respectively, and was $22,320 and $89,461 for the six months ended June 30, 2014 and 2013, respectively.

The future minimum payments relating to our convertible notes payable, as of June 30, 2014, are as follows:

	Payments Due By Period
Transaction	Total		2014 (Six Months)		2015		2016		2017		2018
July 2011 Note	$	125,000	$	125,000	$	---	$	---	$	---	$	---
Total	$	125,000	$	125,000	$	---	$	---	$	---	$	---

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STOCKHOLDERS' EQUITY (Tables)

6 Months Ended

Jun. 30, 2014

STOCKHOLDERS' EQUITY [Abstract]

Warrants outstanding and number of shares of common stock subject to exercise

The following table summarizes the warrants outstanding and the number of shares of Common Stock subject to exercise as of June 30, 2014 and the changes therein during the six months then ended:

	Number of Shares of Common Stock Subject to Exercise			Weighted – Average Exercise Price
Balance as of December 31, 2013		4,665,451		$	0.82
Warrants issued		80,000		$	1.20
Warrants exercised		(3,000,000	)	$	0.60
Warrants cancelled		-			-
Balance as of June 30, 2014 (1)		1,745,451		$	1.22

(1) As part of the June 2012 Note, Inter-Mountain received a total of seven warrants to purchase, if they all had vested, an aggregate of 3,142,857 shares of Common Stock, which number of shares could increase based upon the terms and conditions of the warrants.  The warrants have an exercise price of $0.35 per share, subject to certain pricing adjustments, and are exercisable, subject to vesting provisions and ownership limitations, until June 27, 2017.  Warrants for 785,714, 392,857, 392,857, and 392,857 shares of Common Stock vested on June 27, 2012, December 31, 2012, February 26, 2013, and July 15, 2013, respectively, and three warrants for 1,571,428 shares of Common Stock were exercised in 2013.  Such issuance of shares of Common Stock following the cashless exercise of three warrants by Inter-Mountain during 2013 was based upon an agreement in December 2013 with Inter-Mountain modifying the formula in the Warrants for determing the number of shares to be issued upon a cashless exercise. On January 22, 2014, we elected to offset and deduct the three remaining Investor Notes from the principle amount due to Inter-Mountain under the June 2012 Note and as a result of the offset and deduction the three remaining warrants terminated.  For the purposes of this Table, only such net vested shares of Common Stock from one unexercised warrant (392,857 shares) have been included, based upon an exercise price of $0.35 per share of Common Stock.

Expiration dates for warrants subject to exercise

Of the warrant shares subject to exercise as of June 30, 2014, expiration of the right to exercise is as follows:

Date of Expiration	Number of Warrant Shares of Common Stock Subject to Expiration
July 23, 2014		69,050
May 15, 2015		357,155
June 13, 2016		35,000
July 16, 2016		116,667
July 28, 2016		34,722
June 27, 2017		392,857
March 14, 2018		660,000
January 15, 2019		80,000
Total		1,745,451

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SHARE BASED COMPENSATION, Allocated Compensation expense (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Stock Options [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 22,383	$ 21,784	$ 46,923	$ 30,765
Stock Options [Member] | Research and Development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	5,365	5,365	10,672	6,013
Stock Options [Member] | Selling, General and Administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	17,018	16,419	36,251	24,752
Restricted Stock [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	0	0	0	991
Restricted Stock [Member] | Research and Development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	0	0	0	444
Restricted Stock [Member] | Selling, General and Administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Share-based compensation expense	$ 0	$ 0	$ 0	$ 547

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FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2014

FAIR VALUE MEASUREMENTS [Abstract]

FAIR VALUE MEASUREMENTS

NOTE 16. FAIR VALUE MEASUREMENTS

In accordance with FASB ASC Topic 820, Fair Value Measurements, (“ASC Topic 820”) certain assets and liabilities of the Company are required to be recorded at fair value.  Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability in an orderly transaction between market participants.  The guidance in ASC Topic 820 also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimized the use of unobservable inputs by requiring that the most observable inputs be used when available.

Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on our market assumptions.  Unobservable inputs require significant management judgment or estimation.  In some cases, the inputs used to measure an asset or liability may fall into different levels of the fair value hierarchy.  In those instances, the fair value measurement is required to be classified using the lowest level of input that is significant to the fair value measurement.  Such determination requires significant management judgment.

The three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies, is as follows:

Level 1 —Valuations based on quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 —Valuations based on observable inputs other than quoted prices in Level 1, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and other inputs that are observable or can be corroborated by observable market data.

Level 3 —Valuations based on unobservable inputs reflecting the Company’s own assumptions, consistent with reasonably available assumptions made by other market participants.

Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurements.  We review the fair value hierarchy classification on a quarterly basis.  Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy.

Our financial instruments, including cash, cash equivalents, accounts receivable, and accounts payable are carried at cost, which approximates their fair value because of the short-term maturity of these instruments.  We believe that the carrying value of our other receivable and convertible note payable balances approximates fair value based on a valuation methodology using the income approach and a discounted cash flow model.

The following table summarizes the fair value of our financial instruments at June 30, 2014 and December 31, 2013.

Description	June 30, 2014		December 31, 2013
Assets:
Notes receivable and accrued interest		-	$	777,710
Liabilities:
Convertible note – June 2011		-	$	138,220
Convertible note – July 2011	$	124,448	$	120,738
Convertible note – June 2012		-	$	888,099

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COMPANY OVERVIEW AND BASIS OF PRESENTATION (Policies)

6 Months Ended

Jun. 30, 2014

COMPANY OVERVIEW AND BASIS OF PRESENTATION [Abstract]

Basis of Presentation

Basis of Presentation

In the opinion of management, the accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and include the accounts of ULURU Inc., a Nevada corporation, and its wholly-owned subsidiary, Uluru Delaware Inc., a Delaware corporation.  They do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company’s financial position as of June 30, 2014 and the results of its operations for the three and six months ended June 30, 2014 and 2013 and cash flows for the six months ended June 30, 2014 and 2013 have been made.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, as well as 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.  Actual results may differ from those estimates and assumptions.  These differences are usually minor and are included in our consolidated financial statements as soon as they are known.  Our estimates, judgments, and assumptions are continually evaluated based on available information and experience. Because of the use of estimates inherent in the financial reporting process, actual results could differ from those estimates.

All intercompany transactions and balances have been eliminated in consolidation.

Operating results for the three and six months ended June 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014.

These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission on March 31, 2014, including the risk factors set forth therein.

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EARNINGS PER SHARE (Details) (USD $)	3 Months Ended	6 Months Ended	12 Months Ended		0 Months Ended							6 Months Ended	12 Months Ended	6 Months Ended	12 Months Ended	6 Months Ended	12 Months Ended	6 Months Ended		12 Months Ended		6 Months Ended		12 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2014	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2011	Jun. 13, 2014 Secured convertible note [Member] July 2011 Note [Member]	Jun. 30, 2014 Secured convertible note [Member] July 2011 Note [Member]		Jun. 13, 2014 Secured convertible note [Member] July 2011 Note [Member]	Jul. 31, 2013 Secured convertible note [Member] July 2011 Note [Member]	Jul. 31, 2012 Secured convertible note [Member] July 2011 Note [Member]	Jun. 30, 2011 Secured convertible note [Member] July 2011 Note [Member]	Jun. 30, 2014 Warrants to purchase common stock [Member]	Dec. 31, 2013 Warrants to purchase common stock [Member]	Jun. 30, 2014 Stock options to purchase common stock [Member]	Dec. 31, 2013 Stock options to purchase common stock [Member]	Jun. 30, 2014 Unvested restricted common stock [Member]	Dec. 31, 2013 Unvested restricted common stock [Member]	Jun. 30, 2014 Common stock issuable upon the assumed conversion of our convertible note payable from June 2012 [Member]		Dec. 31, 2013 Common stock issuable upon the assumed conversion of our convertible note payable from June 2012 [Member]		Jun. 30, 2014 Common stock issuable upon the assumed conversion of our convertible notes payable from June 2011 [Member]		Dec. 31, 2013 Common stock issuable upon the assumed conversion of our convertible notes payable from June 2011 [Member]		Jun. 30, 2014 Common stock issuable upon the assumed conversion of our convertible notes payable from July 2011 [Member]		Dec. 31, 2013 Common stock issuable upon the assumed conversion of our convertible notes payable from July 2011 [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from calculating basic and diluted net loss per common share (in shares)		2,876,099	9,058,353									1,745,451	4,665,451	1,014,907	1,014,907	0	0	0	[1]	3,124,680	[1]	0	[2]	127,712	[2]	115,741	[2]	125,603	[2]
Conversion price (in dollars per share)	$ 0.35	$ 0.35		$ 1.20		$ 1.08	[3]				$ 1.08
Common stock issued from convertible note payable	435,502				116,667
Value of convertilble notes for which shares were issued	$ 152,000
Interest Payable								13,346	492	1,643
Annual principal payment								$ 140,000	$ 12,501	$ 11,542
Shares issued (in shares)	435,502				116,667

[1] The outstanding principal balance and the accrued and unpaid interest of the June 2012 Note may be converted, at the option of Inter-Mountain, into shares of Common Stock at a conversion price of $0.35 per share, subject to certain pricing adjustments and ownership limitations. For the purposes of this Table, we have assumed a conversion price of $0.35 per share and no ownership limitations. On February 27, 2014 and on March 3, 2014, we received conversion notices from Inter-Mountain whereby we issued an aggregate of 435,502 shares of Common Stock for the final payment of approximately $152,000 due under the June 2012 Note.

[2] On June 13, 2014, Mr. Gray elected to convert the outstanding principal balance ($140,000) of the June 2011 and we issued 116,667 shares of Common Stock for such conversion. The outstanding principal balance ($125,000) of the July 2011 Note may be converted, at the option of Mr. Gray, into 115,741 shares of Common Stock at a fixed conversion price of $1.08 per share.

[3] On July 28, 2014, Mr. Gray elected to convert the outstanding principal balance ($125,000) of the July 2011 Note and we issued 115,741 shares of Common Stock for such conversion.

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INVENTORY (Details) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Components of inventory [Abstract]
Finished goods	$ 22,230	$ 85,993
Work-in-progress	308,001	299,464
Raw materials	18,462	10,148
Total	$ 348,693	$ 395,605

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
OPERATING ACTIVITIES :
Net loss	$ (1,401,175)	$ (1,479,375)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of intangible assets	235,622	235,622
Depreciation	120,107	125,848
Share-based compensation for stock and options issued to employees	9,276	6,218
Share-based compensation for options issued to non-employees	37,647	25,538
Equity in earnings (loss) of unconsolidated subsidiary	0	0
Amortization of debt discount on convertible note	22,320	89,461
Amortization of deferred financing costs	7,309	37,457
Warrants issued (cancelled) for services	72,771	(48,776)
Common stock issued for services	42,600	71,250
Common stock issued for wages	0	20,000
Common stock issued for interest due on convertible note	2,063	71,942
Gain on early extinguishment of convertible note	(142,703)	0
Gain on sale of equipment	0	(3,627)
Change in operating assets and liabilities:
Accounts receivable	(243,915)	95,119
Inventory	46,912	24,485
Prepaid expenses and deferred charges	36,063	116,787
Notes receivable and accrued interest	777,710	363,414
Accounts payable	(343,456)	(532,509)
Accrued liabilities	(150,742)	(53,034)
Accrued interest	(859)	14,702
Deferred revenue	(29,237)	(22,427)
Total	499,488	637,470
Net Cash Used in Operating Activities	(901,687)	(841,905)
INVESTING ACTIVITIES :
Purchase of property and equipment	(16,233)	0
Proceeds from sale of equipment	0	4,937
Net Cash Provided by (used in) Investing Activities	(16,233)	4,937
FINANCING ACTIVITIES :
Proceeds from sale of common stock and warrants, net	610,000	981,446
Proceeds from exercise of common stock warrants	1,800,000	0
Repayment of principle due on convertible note	(776,609)	(81,666)
Net Cash Provided by Financing Activities	1,633,391	899,780
Net Increase in Cash	715,471	62,812
Cash, beginning of period	5,119	21,549
Cash, end of period	720,590	84,361
SUPPLEMENTAL CASH FLOW DISCLOSURE:
Cash paid for interest	14,516	2,090
Non-cash investing and financing activities:
Issuance of common stock for principle due on convertible notes	$ 597,029	$ 346,389

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NOTES RECEIVABLE

6 Months Ended

Jun. 30, 2014

NOTES RECEIVABLE [Abstract]

NOTES RECEIVABLE

NOTE 5. NOTES RECEIVABLE

On June 27, 2012, we entered into a Securities Purchase Agreement related to our issuance of a $2,210,000 Secured Convertible Note (the “June 2012 Note”), with Inter-Mountain Capital Corp., a Delaware corporation (“Inter-Mountain”).  As part of the June 2012 Note transaction, we received $1,500,000 in the form of six promissory notes in favor of the Company, each in the principal amount of $250,000 (the “Investor Notes”) and each of which becomes due as the outstanding balance under the June 2012 Note is reduced to certain levels.  As of December 31, 2013, we had $777,710 in notes receivable which is comprised of $687,500 for three Investor Notes and $90,210 for accrued interest thereon.

On January 22, 2014, we provided notice to Inter-Mountain of our election to exercise our rights under the June 2012 Note and to offset amounts we owed to Inter-Mountain against amounts it owed to us under the Investor Notes.  Our notice provided that such deduction and offset occurred on January 22, 2014, that we will not incur the 120% prepayment premium with respect to amounts paid under the June 2012 Note as a result of the deduction and offset, that no warrants will become exercisable as a result of the offset, and that any warrants unvested as of January 22, 2014 shall immediately and automatically terminate.  As a result of the deduction and offset, the outstanding amount owed to us under the Investor Notes was reduced to zero.

Please refer to Note 11. for a more detailed description of the June 2012 Note transaction.

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SEGMENT INFORMATION (Tables)

6 Months Ended

Jun. 30, 2014

SEGMENT INFORMATION [Abstract]

Revenues per geographic area

Revenues per geographic area, along with relative percentages of total revenues, for the three and six months ended June 30 are summarized as follows:

	Three Months Ended June 30,										Six Months Ended June 30,
Revenues	2014		%			2013		%			2014		%			2013		%
Domestic	$	11,770		6	%	$	17,610		61	%	$	21,442		7	%	$	37,397		29	%
International		197,524		94	%		11,274		39	%		289,833		93	%		93,531		71	%
Total	$	209,294		100	%	$	28,884		100	%	$	311,275		100	%	$	130,928		100	%

Customers with greater than 10% of total sales

A significant portion of our revenues are derived from a few major customers.  Customers with greater than 10% of total sales, along with their relative percentage of all sales, for the three and six months ended June 30 are represented on the following table:

		Three Months Ended June 30,						Six Months Ended June 30,
Customers	Product	2014			2013			2014			2013
Customer A	Altrazeal®		87	%		-			59	%		-
Customer B	Altrazeal®		3	%		-			28	%		57	%
Customer C	Altrazeal®		*			29	%		*			*
Total			90	%		29	%		87	%		57	%

* Sales from this customer were less than 10% of total sales for the period reported.

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COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

Jun. 30, 2014

COMMITMENTS AND CONTINGENCIES [Abstract]

Future minimum lease payments

The future minimum lease payments under the 2013 office lease and the 2010 equipment lease are as follows as of June 30, 2014:

Calendar Years	Future Lease Expense
2014 (Six months)	$	60,737
2015		28,881
2016		-
2017		-
2018		-
Total	$	89,618

Summary of compensation earned, compensation paid in cash, and compensation temporarily deferred

As of June 30, 2014, the following table summarizes the compensation temporarily deferred and subsequent repayments:

Name	2014			2013			2012		2011		Total
Kerry P. Gray (1) (2)	$	(257,500	)	$	(91,000	)	$	220,673	$	140,313	$	12,486
Terrance K. Wallberg		(25,000	)		(35,769	)	$	24,230	$	36,539		-
Key executives		(28,239	)		(20,000	)	$	27,253	$	20,986		-
Total	$	(310,739	)	$	(146,769	)	$	272,156	$	197,838	$	12,486

(1) During 2014, Mr. Gray was repaid $257,500 of temporarily deferred compensation, of which $100,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

(2) During 2013, Mr. Gray temporarily deferred compensation of $221,500 which consisted of $11,500 earned pursuant to a Separation Agreement and $210,000 for his duties as Chairman of the Executive Committee of the Company’s Board of Directors.  During 2013, Mr. Gray was also repaid $312,500 of temporarily deferred compensation, of which $300,000 was used by Mr. Gray for funding required pursuant to the March 2013 Offering.

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SHARE BASED COMPENSATION

6 Months Ended

Jun. 30, 2014

SHARE BASED COMPENSATION [Abstract]

SHARE BASED COMPENSATION

NOTE 15. SHARE BASED COMPENSATION

The Company’s share-based compensation plan, the 2006 Equity Incentive Plan (“Equity Incentive Plan”), is administered by the compensation committee of the Board of Directors (“Board”), which selects persons to receive awards and determines the number of shares subject to each award and the terms, conditions, performance measures and other provisions of the award.

Our Board granted the following incentive stock option awards to executives or employees and nonstatutory stock option awards to directors or non-employees for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014		2013
Incentive Stock Options  (1)
Quantity		-		-		-		232,500
Weighted average fair value per share		-		-		-	$	0.24
Fair value		-		-		-	$	56,112
Nonstatutory Stock Options  (2)
Quantity		-		-		-		735,000
Weighted average fair value per share		-		-		-	$	0.24
Fair value		-		-		-	$	177,388

(1) The Company did not award any incentive stock options for the three months ended June 30, 2014 and 2013, respectively.

(2) The Company did not award any nonstatutory stock options for the three months ended June 30, 2014 and 2013, respectively.

We account for share-based compensation under FASB ASC Topic 718, Stock Compensation, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, consultants, and directors based on estimated fair values of the award on the grant date.  We use the Black-Scholes option-pricing model to estimate the fair value of share-based awards with the following weighted average assumptions:

	Six Months Ended June 30,
	2014		2013
Incentive Stock Options
Expected volatility  (1)		-		103.55	%
Risk-free interest rate %  (2)		-		0.81	%
Expected term (in years)		-		5.0
Dividend yield  (3)		-		-
Forfeiture rate		-		-
Nonstatutory Stock Options
Expected volatility  (1)		-		103.55	%
Risk-free interest rate %  (2)		-		0.81	%
Expected term (in years)		-		5.0
Dividend yield  (3)		-		-
Forfeiture rate		-		-

(1) Expected volatility assumption was based upon a combination of historical stock price volatility measured on a daily basis and an estimate of expected future stock price volatility

(2) Risk-free interest rate assumption is based upon U.S. Treasury bond interest rates appropriate for the term of the stock options.

(3) The Company does not currently intend to pay cash dividends, thus has assumed a 0% dividend yield.

Stock Options (Incentive and Nonstatutory)

The following table summarizes share-based compensation related to stock options for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014		2013
Research and development	$	5,365	$	5,365	$	10,672	$	6,013
Selling, general and administrative		17,018		16,419		36,251		24,752
Total share-based compensation expense	$	22,383	$	21,784	$	46,923	$	30,765

At June 30, 2014, the balance of unearned share-based compensation to be expensed in future periods related to unvested stock option awards, as adjusted for expected forfeitures, is approximately $105,520.  The period over which the unearned share-based compensation is expected to be recognized is approximately twenty one months.

The following table summarizes the stock options outstanding and the number of shares of Common Stock subject to exercise as of June 30, 2014 and the changes therein during the six months then ended:

	Stock Options		Weighted Average Exercise Price per Share
Outstanding as of December 31, 2013		1,014,907	$	2.12
Granted		-		-
Forfeited/cancelled		-		-
Exercised		-		-
Outstanding as of June 30, 2014		1,014,907	$	2.12

The following table presents the stock option grants outstanding and exercisable as of June 30, 2014:

Options Outstanding						Options Exercisable
Stock Options Outstanding		Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Life in Years		Stock Options Exercisable		Weighted Average Exercise Price per Share
	892,500	$	0.33		8.7		272,500	$	0.33
	53,334		2.38		4.0		53,334		2.38
	30,002		14.40		2.8		30,002		14.40
	39,071		33.35		3.3		39,071		33.35
	1,014,907	$	2.12		8.1		394,907	$	4.94

Restricted Stock Awards

Restricted stock awards, which typically vest over a period of two to five years, are issued to certain key employees and are subject to forfeiture until the end of an established restriction period.  We utilize the market price on the date of grant as the fair market value of restricted stock awards and expense the fair value on a straight-line basis over the vesting period.

The following table summarizes share-based compensation related to restricted stock awards for the three and six months ended June 30:

	Three Months Ended June 30,				Six Months Ended June 30,
	2014		2013		2014		2013
Research and development	$	-	$	-	$	-	$	444
Selling, general and administrative		-		-		-		547
Total share-based compensation expense	$	-	$	-	$	-	$	991

At June 30, 2014, the balance of unearned share-based compensation to be expensed in future periods related to restricted stock awards, as adjusted for expected forfeitures, is zero.

The following table summarizes the non-vested restricted stock awards outstanding and the number of shares of Common Stock subject to potential issue as of June 30, 2014 and the changes therein during the six months then ended:

	Restricted stock		Weighted Average Grant Date Fair Value
Outstanding as of December 31, 2013		-		-
Shares granted		-		-
Shares forfeited/cancelled		-		-
Shares exercised/issued		-		-
Outstanding as of June 30, 2014		-		-

Summary of Plans

2006 Equity Incentive Plan

In March 2006, our Board adopted and our stockholders approved our Equity Incentive Plan, which initially provided for the issuance of up to 133,333 shares of our Common Stock pursuant to stock option and other equity awards.  At the annual meetings of the stockholders held on May 8, 2007, December 17, 2009, June 15, 2010, June 14, 2012, June 13, 2013, and on June 5, 2014, our stockholders approved amendments to the Equity Incentive Plan to increase the total number of shares of Common Stock issuable under the Equity Incentive Plan pursuant to stock options and other equity awards by 266,667 shares, 200,000 shares, 200,000 shares, 400,000 shares, 600,000 shares, and 1,000,000 shares, respectively, to a total of 2,800,000 shares.

In December 2006, we began issuing stock options to employees, consultants, and directors.  The stock options issued generally vest over a period of one to four years and have a maximum contractual term of ten years.  In January 2007, we began issuing restricted stock awards to our employees.  Restricted stock awards generally vest over a period of six months to five years after the date of grant.  Prior to vesting, restricted stock awards do not have dividend equivalent rights, do not have voting rights and the shares underlying the restricted stock awards are not considered issued and outstanding.  Shares of Common Stock are issued on the date the restricted stock awards vest.

As of June 30, 2014, we had granted options to purchase 1,376,167 shares of Common Stock since the inception of the Equity Incentive Plan, of which 1,014,907 were outstanding at a weighted average exercise price of $2.12 per share, and we had granted awards for 68,616 shares of restricted stock since the inception of the Equity Incentive Plan, of which none were outstanding.  As of June 30, 2014, there were 1,715,647 shares that remained available for future grants under our Equity Incentive Plan.