SecProbe.io

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Mail Stop 0306

	May 4, 2005

VIA U.S. MAIL AND FACSIMILE (610) 458-0756

Lawrence M. Christian
Chief Financial Officer
Antares Pharma, Inc.
707 Eagleview Boulevard, Suite 414
Exton, PA  19341

	RE:	Antares Pharma, Inc.
		Form 10-K for the year ended December 31, 2004
		File No. 1-32302
		Filed March 17, 2005

Dear Mr. Christian:

   We have reviewed your filings and have the following comments.
We
have limited our review to matters related to the issues raised in
our comments.  Where indicated, we think you should revise your
documents in response to these comments.  If you disagree, we will
consider your explanation as to why our comment is inapplicable or
a
revision is unnecessary.  Please be as detailed as necessary in
your
explanation.  In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

	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 about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form 10-K for the year ended December 31, 2004

Consolidated Financial Statements

Note 1.  Description of Business and Summary of Significant
Accounting Policies

Revenue Recognition - Page 59
1. We note that you identify units of accounting in your revenue
transactions under EITF 00-21.   We have the following comments
regarding your revenue recognition for up-front license payments
and
development fees:
* Please clarify supplementally and in future filings the specific
criteria you use to determine whether the up-front license
payments
and development fees are a separate unit of accounting.
* Please discuss the nature of any continuing performance
obligations
and any terms of the arrangement that would support recognizing
revenue from up-front license fees upon receipt.  Tell us how the
activities associated with the up-front fee, even if considered a
separate unit of accounting under EITF 00-21, provides value to
the
customer on a standalone basis.  Clarify how the receipt of the
up-
front license fees represents the culmination of a separate
earnings
process.  Refer to SAB Topic 13A.3.F.
* Please clarify the period over which revenue is recognized when
the
up-front payment or development period is deferred and amortized
into
revenues on a straight-line basis.

Note 3.  Convertible Debentures - Page 64
2. Please provide supplemental details of the nature of the
significant loss on conversion of the 8% Senior Secured
Convertible
Debentures and the Shareholder Term Note as discussed in Notes 3
and
13 of your financial statements.  Tell us the reasons for the
significant conversion premium incurred on September 12, 2003.

Note 10.  Third Party Supply Agreement
3. Tell us whether you considered the termination of in-house
manufacturing operations and subsequent outsourcing of the
assembly
work to a supplier an exit activity under SFAS 146.  Clarify
whether
there were significant employee terminations, how you disposed of
the
manufacturing equipment, and how you accounted for any transition
costs.  To the extent applicable, please provide the disclosures
of
paragraph 20 of SFAS 146 and SAB 5P in future filings.

*    *    *    *

      As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a cover letter with your amendment that keys your
responses to our comments and provides any requested supplemental
information.  Detailed cover letters greatly facilitate our
review.
Please file your cover letter on EDGAR.  Please understand that we
may have additional comments after reviewing your responses to our
comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed 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.

	Notwithstanding our comments, 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 this action 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.

      You may contact Kristin Lochhead, Staff Accountant, at (202)
942-1972 or me at (202) 942-1791 if you have questions.

	Sincerely,

	Brian Cascio
	Accounting Branch Chief

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Mr. Christian
Antares Pharma, Inc.
May 4, 2005
Page 1 of 5

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