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

                                   FORM 8-K/A

                                 CURRENT REPORT
                         PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                                  June 22, 2005
                           ---------------------------
                Date of Report (Date of earliest event reported)

                           ELITE PHARMACEUTICALS, INC.
                 -----------------------------------------------
             (Exact name of registrant as specified in its charter)


         Delaware                     333-45241               22-3542636
         ------------                -------------          --------------
(State or other jurisdiction         (Commission            (IRS Employer
       of incorporation)             File Number)         Identification No.)



                 165 Ludlow Avenue, Northvale, New Jersey 07647
         ---------------------------------------------------------------
                    (Address of principal executive offices)


                                 (201) 750-2646
                              ---------------------
              (Registrant's telephone number, including area code)


--------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))









This  Amendment  No. 1 to the Form 8K,  dated  June 22,  2005 and filed with the
Securities  and Exchange  Commission  (the  "Commission")  on June 28, 2005 (the
"Original  Filing") is being filed for the  purpose of  amending  Exhibit  10.1.
Except as indicated  below and filed  herewith,  the exhibits  listed below were
filed as exhibits to the Original Filing.

Item 1.01.    ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On June 22, 2005, the Registrant entered into a Product  Development and License
Agreement with Pliva,  Inc., a New Jersey corporation  ("Pliva").  The agreement
provides  for the  development  and  license of a  controlled  released AB rated
generic  anti-infective  product  formulated by the  Registrant.  The Registrant
intends to develop all dose strengths of the product. Under the agreement, Pliva
will make upfront  payments and milestone  payments,  in the aggregate amount of
$550,000,  to the Registrant.  The Registrant  will  manufacture the product and
Pliva will market and sell the product.  The  development  costs will be paid by
Pliva and the  Registrant  and the profits will be shared  equally.  The initial
term of the agreement is for a ten (10) year period from the date the product is
first  commercially sold by Pliva unless terminated  earlier upon the occurrence
of certain events.

Item 9.01.    FINANCIAL STATEMENTS AND EXHIBITS

         a) Not applicable.

         b) Not applicable.

         c) Exhibits

            10.1    Product Development and License Agreement, dated as of June
                    22, 2005*

            99.1.   Copy of Press Release, dated June 28, 2005


* The  Registrant  has  requested  confidential  treatment  with  respect to the
referenced  exhibit.  In the event that the Securities  and Exchange  Commission
should  deny such  request in whole or in part,  such  exhibit  or the  relevant
portions thereof shall be filed by amendment to this Current Report on Form 8-K.







                                    SIGNATURE


         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.


         Dated: September 6, 2005

                                                  ELITE PHARMACEUTICALS, INC.


                                                  By: /s/ Bernard Berk
                                                      --------------------------
                                                  Name: Bernard Berk
                                                  Title: Chief Executive Officer