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Mail Stop 4720

         October 5, 2009

Ted Karkus
Chief Executive Officer
The Quigley Corporation
Kells Building
621 Shady Retreat Road
P.O. Box 1349
Doylestown, PA 18901

Re:    The Quigley Corporation
 Form 10-K for the Fiscal Year Ended December 31, 2008
 Filed March 9, 2009
 Definitive Proxy Statement on Schedule 14A
 Filed April 2, 2009
          File Number:  000-21617

Dear Mr. Karkus:

  We have reviewed your August 20, 2009 response to our July 22, 2009 letter and
have the following comments.  In our comments, we ask you to provide us with
information to better understand your disc losure.  Where a comment requests you to
revise disclosure, the information you provide should show us what the revised disclosure
will look like and identify the annual or quart erly filing, as applicable, in which you
intend to first include it.  If you do not believe that revi sed disclosure is necessary,
explain the reason in your res ponse.  After reviewing the information provided, we may
raise additional comments and/or request that you amend the above filings.

Form 10-K for the Fiscal Year Ended December 31, 2008

Item 7. Management’s Discussion and Analys is of Financial Condition and Results of
Operations
Critical Accounting Estimates, page 27
 1. Please refer to your revised pr oposed disclosures in respons e to prior comment five.
Please clarify what you mean by “non-rout ine” returns, “obsolete” product and
“product mix realignment” and address how these items relate to the main
components of the Company’s return po licy for which you will accept returns as
disclosed in your proposed disclosure to co mment four.  Please separately disclose
the amount of the increase in the 2008 return  provision attributed to each of the

Ted Karkus
The Quigley Corporation
October 5, 2009
Page 2
following:  non-routine returns of obsol ete product, product mix realignment and
returns or return reserves for new products  of the company which carry a shelf-life
expiration date.
 2. Disclose the net sales that you recognized in  each of the three years presented for the
new products of the company which carry a shelf-life expiration date.  You state in
your disclosure that “there are no material ch arges to net income in  the current period,
related to sales from a prior period.”  Te ll us the amount of the change in your
provision recorded in 2008 rela ted to sales made in periods before January 1, 2008.
 Item 8.  Financial Statements and Supplementary Data

 Consolidated Financial Statements

 Consolidated Statements of Cash Flows, page F-4

 3. Please refer to the revised Statements of Ca sh flows for the three year fiscal period
ended December 31, 2008 and the quarterly period ended March 31, 2009 in response
to prior comment seven.  Please tell us  why the modification of the cash flow
statements to present the cash flows from  discontinued operations within the cash
flows from operating, investing and financing activities, re sulted in a change to the
net (decrease) increase in cash and cash equivalents and to th e beginning and ending
cash and cash equivalents balances  for the periods presented.

Definitive Proxy Statement on Schedule 14A

Executive Compensation

Compensation Discussion and Analysis
 4. We note your response to Comment 12 and your statement that “the new
Compensation Committee may set incentive pr ograms and thresholds during 2009.”
Please confirm that you will provide the following disclosure, to the extent applicable, in your 2009 Proxy Statement if incentive programs are used to provide
compensation to named executive officers:
• All corporate, business unit or depa rtmental and individual performance
criteria;
• The established threshold, target and maximum levels of achievement for each
criteria, quantifying them to the extent they are quantifiable;
• An explanation of how the level of achievement will affect actual bonuses
paid, and;
• The actual levels of achievement  with respect to objectives.

Ted Karkus
The Quigley Corporation
October 5, 2009
Page 3  5. We note your response to Comment 13.  Pl ease provide proposed disclosure for your
2009 proxy statement which includes the following:
• Identification of the independent consultant firm;
• Discussion as to whether the Committ ee uses benchmarking in setting each
major component of executiv e compensation, and, if so;
• The peer group companies and related data used, and
• How this information is used in the process of setting executive compensation
for each component in which benchmarking is a factor.

If you have not yet determined whethe r you will rely on benchmarking to set
compensation levels for your named executive  officers, please confirm that you will
provide all of the disclosure  requested in this comment  in your 2009 Proxy Statement
to the extent that you determine to engage  in any benchmarking of compensation for
your named executive officers in 2009.

6. We note that your response to Comment 14.   Please provide proposed disclosure for
your 2009 proxy statement which discusses th e process by which the compensation is
set for your current CEO and CFO and whether your current CEO and CFO
recommend compensation for themselves to the Compensation Committee.

* * * *

 Please provide us the information request ed within 10 busine ss days or tell us
when you will provide us with a response.  Pl ease furnish a cover le tter with your response
that keys your response to our comments.  De tailed cover letters gr eatly facilitate our
review.  Please furnish your letter on EDGAR under the form type label CORRESP.

Please contact Dana Hartz, Staff Account ant, at (202) 551-3648 or Don Abbott,
Review Accountant, at (202) 551-3608 if  you have any questions regarding the
processing of your response as well as any questions regarding comments on the financial
statements and related matters.  You may cont act Bryan Pitko, Staff Attorney, at (202)
551-3203 or
Jeffrey Riedler , Assistant Director , at (202) 551-3715 with questions on any
of the other comments.  In this regard, do not hesitate to contact  me, at (202) 551-3679.

        S i n c e r e l y ,

        J i m  B .  R o s e n b e r g
Senior Assistant Chief
Accountant