SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

       DIVISION OF
CORPORATION FINANCE

 April 7, 2011
Via Facsimile and U.S. Mail

  Mr. Sidney D. Rosenblatt Chief Financial Officer Universal Display Corporation 375 Phillips Boulevard  Ewing, New Jersey 08618
 Re: Universal Display Corporation
Form 10-K for the Year Ended December 31, 2010 Filed March 16, 2011 File No.  001-12031

Dear Mr. Rosenblatt:

We have reviewed your filings and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.
 Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response.  If you do not believe our comments apply to your facts and circum stances, please tell us w hy in your response.
 After reviewing the information you provide in response to these comments, we may
have additional comments.

Mr. Sidney D. Rosenblatt
Universal Display Corporation April 7, 2011 Page 2
 Form 10-K for the Fiscal Year Ended December 31, 2010

 Item 7. Management’s Discussion and Analys is of Financial Condition and Results of
Operations, page 30
 Critical Accounting Policies and Estimates, page 31

 – Revenue Recognition and Deferred License Fees, page 31

 1. We note your disclosures here regarding non-refundable cash payments you receive
under certain development and technology evaluation agreements .  You state that to the
extent that the fees are creditable against license fees and/or r oyalties payable by the
customer if a license agreement is subse quently executed with the customer, you defer
revenue recognition until a license agreement is  executed or negotiations have ceased and
there is no appreciable likeli hood of executing a license agreement with the customer.  In
order to assist the reader with understanding the impact of these management judgments
on your results of operations, please revise fu ture filings to disclose the amount of
revenues recognized in each period relating to cash payments that were creditable against
license fees and/or royaltie s payable for which you determined there was no appreciable
likelihood of executing a license agreement with the customer.

– Valuation of Stock-Ba sed Compensation, page 31

 2. In order to help the reader better unders tand the impact of this  critical accounting
estimate on your results of operations, please re vise future filings as appropriate to
explain how you determine the significant assump tions used in the option-pricing model.
Discuss how you determine each significan t assumption and how changes in the
assumptions could impact your results of operations.  Please note this comment also
applies to your discussion under “A ccounting for Warrants” on page 32.
 Item 9A.  Controls a nd Procedures, page 37

 3. We note your disclosure here that your mana gement has concluded that your disclosure
controls and procedures “are f unctioning effectively.”  Please  revise the disclosure in
future filings to clearly state whether management has concluded that your disclosure controls and procedures are “eff ective” or “not effective.”
 Note 13.  Concentration of Credit Risk, page F-26

 4. We note your disclosure that revenues from outside North America represented 82% of
your consolidated revenue in 2010.  Please revise future filings to provide the disclosures required by paragraph 280-10-50- 41 of the FASB Accounting Standards Codification.
Please provide us with a sample of your proposed revised disclosures.

Mr. Sidney D. Rosenblatt
Universal Display Corporation April 7, 2011 Page 3
 Note 14.  Income Taxes, page F-27

 5. We note that you have subsidiaries incorporat ed in Hong Kong and Korea.  We further
note your disclosure in Note 13 that a signifi cant portion of your revenues are generated
outside of North America.  Please revise future  filings to provide the disclosures set forth
in Rule 4-08(h)(1)(i) of Regula tion S-X or otherwis e explain why such disclosure is not
required.
 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 the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  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 responding to our comments, please provi de a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Tara Harkins,  Staff Accountant, at (202) 551-3639 or me at (202) 551-3643
if you have questions regarding thes e comments.  In this regard, do not hesitate to contact Martin
James, Senior Assistant Chief Accountant, at (202) 551-3671.

       S i n c e r e l y ,
                         Kevin L. Vaughn         A c c o u n t i n g  B r a n c h  C h i e f