FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   Xmark Opportunity Partners, LLC 2. Date of Event Requiring Statement (Month/Day/Year) 11/21/2005 3. Issuer Name and Ticker or Trading Symbol AEOLUS PHARMACEUTICALS, INC. [AOLS.OB] (Last) (First) (Middle) 301 TRESSER BOULEVARD, SUITE 1320 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) STAMFORD, CT 06901 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Convertible Preferred Stock	  (1)(2)	  (1)(2)	Common Stock, par value $0.01 per share	2,150,000	$ 1	I (1) (2)	By limited partnership, corporation and limited liability company (1) (2) (5) (6)
Warrants (rights to purchase Common Stock)	  (3)(4)	  (3)(4)	Common Stock, par value $0.01 per share	2,150,000	$ 1	I (3) (4)	By limited partnership, corporation and limited liability company (3) (4) (5) (6)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Xmark Opportunity Partners, LLC 301 TRESSER BOULEVARD SUITE 1320 STAMFORD, CT 06901	Â	  X	Â	Â

Signatures

/s/ Mitchell D. Kaye, Chief Executive Officer		01/30/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	As of November 21, 2005, Xmark Opportunity Fund, L.P., a Delaware limited partnership ("Opportunity LP"), held 330,000 shares of Series A Convertible Preferred Stock, par value $0.01 per share ("Series A Preferred Stock"), of Aeolus Pharmaceuticals, Inc., a Delaware corporation, formerly known as Incara Pharmaceuticals Corporation (the "Company"). Each share of Series A Preferred Stock of the Company is immediately convertible into two shares of common stock, par value $0.01 per share ("Common Stock"), of the Company at a conversion price of $1.00 per share, and has no expiration date. As of November 21, 2005, Xmark Opportunity Fund, Ltd., a Cayman Islands exempted company ("Opportunity Ltd"), held 495,000 shares of Series A Preferred Stock of the Company, which are convertible into 990,000 shares of Common Stock of the Company.
(2)	As of November 21, 2005, Xmark JV Investment Partners, LLC, a Delaware limited liability company ("JV Partners"), held 250,000 shares of Series A Preferred Stock of the Company, which are convertible into 500,000 shares of Common Stock of the Company. The reporting person, Xmark Opportunity Partners, LLC, a Delaware limited liability company ("Opportunity Partners"), is the sole member of the investment manager of Opportunity LP and Opportunity Ltd and the investment manager of JV Partners and, as such, possesses sole power to vote and direct the disposition of all securities of the Company held by Opportunity LP, Opportunity Ltd and JV Partners. Opportunity Partners' interest in the securities reported herein is limited to the extent of its pecuniary interest in Opportunity LP, Opportunity Ltd and JV Partners, if any.
(3)	As of November 21, 2005, Opportunity LP held warrants to purchase 660,000 shares of Common Stock of the Company at an exercise price of $1.00 per share. As of November 21, 2005, Opportunity Ltd held warrants to purchase 990,000 shares of Common Stock of the Company at an exercise price of $1.00 per share. As of November 21, 2005, JV Partners held warrants to purchase 500,000 shares of Common Stock of the Company at an exercise price of $1.00 per share. The warrants held by Opportunity LP, Opportunity Ltd and JV Partners are exercisable immediately and expire on November 21, 2015 (i.e., 10 years from the date of purchase).
(4)	Opportunity Partners is the sole member of the investment manager of Opportunity LP and Opportunity Ltd and the investment manager of JV Partners and, as such, possesses sole power to vote and direct the disposition of all securities of the Company held by Opportunity LP, Opportunity Ltd and JV Partners. Opportunity Partners' interest in the securities reported herein is limited to the extent of its pecuniary interest in Opportunity LP, Opportunity Ltd and JV Partners, if any.
(5)	Mitchell D. Kaye and David C. Cavalier, the Chief Executive Officer and Chief Operating Officer, respectively, of Opportunity Partners, the reporting person, share voting and investment power with respect to all securities beneficially owned by Opportunity Partners. Mr. Kaye is also the Chief Executive Officer of Xmark Asset Management, LLC ("XAM") and, as such, exercises sole voting and investment power with respect to all securities beneficially owned by XAM. XAM beneficially owns certain securities of the Company, all of which are subject to the sole voting and/or investment power of XAM. XAM, in its capacity as the holder of sole voting and/or investment power with respect to more than 10% of the Common Stock of the Company pursuant to Reg. 13d-3 separately files statements pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
(6)	Opportunity Partners does not exercise any voting or investment power with respect to the shares of Common Stock separately reported by XAM, XAM does not exercise any voting or investment power with respect to the shares of Common Stock held by the reporting person and each of the reporting person and XAM at all times acts independently of the other with respect to their holdings of the securities of the Company. Opportunity Partners does not have any pecuniary interest in the shares of Common Stock separately reported by XAM and XAM does not have any pecuniary interest in the shares of Common Stock held by the reporting person.

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