FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * BERK BERNARD   2. Issuer Name and Ticker or Trading Symbol ELITE PHARMACEUTICALS INC /DE/ [ELI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Exec Officer & Chairman (Last) (First) (Middle) C/O ELITE PHARMACEUTICALS, INC., 165 LUDLOW AVENUE 3. Date of Earliest Transaction (Month/Day/Year) 09/02/2005 (Street) NORTHVALE, NJ 06830 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Option

$ 2.69

09/02/2005

A

200,000

(1)

09/02/2015

Common Stock

90,000

$ 2.69

1,045,000 (4)

D

Option

$ 2.69

09/02/2005

A

400,000

(2)

09/02/2015

Common Stock

400,000

$ 2.69

1,045,000 (4)

D

Option

$ 2.15

06/23/2003

J

$ 75,000 (3)

09/02/2005

06/22/2013

Common Stock

225,000

$ 2.15

1,045,000 (4)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
BERK BERNARD C/O ELITE PHARMACEUTICALS, INC. 165 LUDLOW AVENUE NORTHVALE, NJ 06830	X		Chief Exec Officer & Chairman

Signatures

/s/ Bernard J. Berk		09/02/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	100,000 of the options shall vest on September 2, 2006 and 100,000 of the options shall vest on September 2, 2007.
(2)	The options vest as follows: (i) 50,000 options upon the closing of each product license or product sale transaction (on a product by product basis and only once for each product) in which the Registrant receives an aggregate of at least $5,000,000 in net cash proceeds (including royalties and signing, license and milestone payments) in connection with such product transaction; (ii) 10,000 options upon the filing by the Registrant (in the Registrant's name) with the United States Food and Drug Administration (the "FDA") of either an Abbreviated New Drug Application ("ANDA") or New Drug Application (including 505(b)(2) applications) ("NDA") for a product not covered by a previous FDA application; and (iii) 40,000 options s upon the approval by the FDA of any ANDA or NDA of the Registrant (filed in the Registrant's name) for a product not previously approved by the FDA; provided however, that on September 2, 2009 all unvested options shall terminate.
(3)	The Reporting Person was granted 300,000 options of the Registrant on July 23, 2003 which would vest upon a Strategic Transaction. The Registrant determined that a Strategic Transaction has occurred as of September 2, 2005. Furthermore, in connection with entering into an amended and restated employment agreement, the Reporting Person waived rights to 75,000 options.
(4)	In addition to the transactions described above, this amount also includes options to purchase 300,000 shares of common stock but does not include 167,300 shares of Common Stock beneficially owned by the Reporting Person.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.