SecProbe.io

Mail Stop 6010

        July 17, 2007

A.J. Kazimi
Chairman and CEO
Cumberland Pharmaceuticals Inc.
2525 West End Avenue, Suite 950
Nashville, Tennessee 37203

 Re: Cumberland Pharmaceuticals Inc.
  Registration Statement on Form S-1, Amendment 2
  Filed July 6, 2007
  File No. 333-  142535

Dear Mr. Kazimi:

 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 comment is inapplicable or
a revision is unnecessary.  Please be as deta iled as necessary in your explanation.  In
some of our comments, we may ask you to provi de us with information so we may better
understand your disclosure.  After reviewing th is 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 numbers listed at the end of this letter.

FORM S-1

General

1. We note that pursuant to comment 1, you submitted the June 22, 2007 letter on
EDGAR on July 11, 2007, and you redacted certain portions.  You also submitted an additional correspondence on July 11, 2007 with certain redactions.  We
received a confidential treatment re quest pursuant to Rule 406 under the
Securities Act that covers these two letters.  However, confidential treatment requests for supplemental correspondence, as opposed to exhibits to a registration

A.J. Kazimi
Cumberland Pharmaceuticals Inc. July 17, 2007 Page 2
statement, should be submitted through the process outlined in Rule 83 under the Freedom of Information Act, not Rule 406 under the Securities Act.  Please revise
your confidential treatment application in accordance with Rule 83 and re-submit it.

Management’s Discussion and Analysis of Fi nancial Condition and Results of Operations

Critical Accounting Policies and Si gnificant Judgments and Estimates

Revenue Recognition, page 32

2. Refer to your response to prior comment 7.  Please disclose th e amount, if any, of
your current provision for sales-related accruals  that related to sales made in prior
periods.

Stock-Based Compensation, page 34

3. We have read your response to prior comment 8; however, we were unable to
locate any disclosure that stated that the measurement models used were to
determine enterprise value.  Please provide this disclosure or advise us further.
Also, it is not clear from your disclosure  why all shares were valued equally.
Please expand your disclosure to explain why preferred and common shares were valued equally.  It appears that preferre d shares have certain economic or control
rights that differ from common shares th at would result in the allocation of
enterprise value to preferred and comm on shares based on their relative economic
and control rights.

Manufacturing, page 60

4. We note that in response to comment 11, you state that you “will also file documentation to verify that Mayne assume d all of the rights and obligations of
F.H. Faulding & Co. Limited under the St rategic Alliance Agreement dated July
21, 2000, between the Company and F. H. Faulding & Co. Limited (previously filed as Exhibit 10.8 to the Registrati on Statement).”  Please file this
documentation, as it does not appear to be  filed with amendment 2 or amendment
3 to your registration statement.

* * *

 As appropriate, please amend your regist ration statement in response to these
comments.  You may wish to provide us with marked copies of the amendment to expedite our review.  Please furnish a cove r letter with your amendment that keys your
responses to our comments and provides any requested information.  Detailed cover

A.J. Kazimi
Cumberland Pharmaceuticals Inc. July 17, 2007 Page 3
letters greatly facilitate our review.  Please understand that we may have additional comments after reviewing your amendmen t and responses to our comments.

 We direct your attention to Rules 46 0 and 461 regarding requesting acceleration
of a registration statement.  Please allow ad equate 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 a dvance of the requested effective date.

 You may contact Todd Sherman at (202)  551-3665 or James Rosenberg at (202)
551-3679 if you have questions regarding comm ents on the financial statements and
related matters.  Please c ontact Greg Belliston at (202) 551-3861 or me at (202) 551-3715
with any other questions.

        S i n c e r e l y ,

        J e f f r e y  R i e d l e r
        A s s i s t a n t  D i r e c t o r

cc: Martin S. Brown, Esq.
 Virginia Boulet, Esq.
 Adams and Reese LLP
 424 Church Street, Suite 2800
 Nashville, Tennessee 37219