SecProbe.io

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Mail Stop 6010

								March 22, 2006

Stephen T. Wills
Chief Financial Officer
Palatin Technologies, Inc.
4C Cedar Brook Drive
Cranbury, New Jersey  08512

	Re:	Palatin Technologies, Inc.
		Registration Statement on Form S-3
		Filed March 13, 2006
		File No. 333-132369

Dear Mr. Wills:

	We have limited our review of your filing to the following
matters:  resolution of your pending confidential treatment
request
and resolution of the outstanding comments on your Form 10-K.
After
any issues that arise during our examination of the
confidentiality
request have been satisfied, and after the outstanding comments on
your Form 10-K are resolved, we will consider your request for
acceleration of the effective date of the registration statement.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have.  Feel free to call us at the telephone
numbers listed at the end of this letter.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities Act
of
1933 and that they have provided all information investors require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to a company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

	In the event the company requests acceleration of the
effective
date of the pending registration statement, it should furnish a
letter, at the time of such request, acknowledging that:

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

* the company may not assert staff comments and the declaration of
effectiveness as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the
United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

	We will consider a written request for acceleration of the
effective date of the registration statement as confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

	We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

	Please contact Mary K. Fraser at (202) 551-3609 or me at
(202)
551-3715 with any questions.

								Sincerely,

								Jeffrey P. Riedler
								Assistant Director

cc:	Peter A. Lodwick, Esq.
	Thompson & Knight LLP
	1700 Pacific Avenue - Suite 3300
	Dallas, Texas  75201
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Stephen T. Wills
Palatin Technologies, Inc.
March 22, 2006
Page 1

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