SecProbe.io

Via Facsimile and U.S. Mail Mail Stop 6010          March 16, 2009  Mark I. Gittelman Chief Financial Officer and Treasurer Elite Pharmaceuticals, Inc. 165 Ludlow Avenue Northvale, NJ 07647
Re: Elite Pharmaceuticals, Inc.
Item 4.01 Form 8-K/A   Filed March 12, 2009
 File No. 1-15697

Dear Mr. Gittelman:
 We have reviewed your filing and have the following comments.  Where
indicated, we think you should re vise your document in response to these comments.  If
you disagree, we will consider your explanation as to why our comments are inapplicable
or a revision is unnecessary.  Please be as detailed as necessary in your explanation.
After reviewing this information, we may raise additional comments.   Please understand that the purpose of our re view 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 any other aspect of our
review.  Feel free to call us at the telephone number listed at  the end of this letter.

Form 8-K/A filed March 12, 2009

1. Please state whether the former accountant resigned, declined to stand for re-
election or was dismissed in acco rdance with Item 304(a)(1)(i).

2. With regards to the third and fourth pa ragraphs, please specify the subsequent
interim period as the “interim period through January 1, 2009”.

3. With regards to the fifth paragraph, please confirm to us that the company did not
receive written views by the new accoun ting firm with regards to their
engagement to conduct a review of your in ternal controls ove r financial reporting.

However, if you did receive written views re garding this matter, please file them
as an exhibit.

4. In addition, state whether the former acc ountant was consulted by the registrant
regarding such issues noted in comment 3 above and, if so, provide a summary of
the former accountant’s views.

5. To the extent that you make changes to the Form 8-K to comply with our
comments, please obtain and file an upda ted Exhibit 16 letter from the former
accountant stating whether the accountant ag rees with the statements made in
your revised Form 8-K.
   As appropriate, please amend your filing and respond to these comments within
five business days or tell us when you will re spond.  You may wish to provide us with
marked copies of the amendment to expedite our review.  Please furnish a cover letter with your amendment that keys your responses to our comments and provides any requested information.  Detailed cover letters  greatly facilitate our review.  Please
understand that we may have additional comm ents after reviewing your amendment and
responses to our comments.

 If you have any questions, please call me at (202) 551-3627.
         S i n c e r e l y ,

        S a s h a  S i n g h  P a r i k h         S t a f f  A c c o u n t a n t