X0202 4 2006-11-13 0 0001053369 ELITE PHARMACEUTICALS INC /DE/ ELI 0001350693 BEHL CHARAN C/O ELITE PHARMACEUTICALS INC 165 LUDLOW AVENUE NORTHVALE NJ 07647 0 1 0 0 Exec V.P. & Chief Sci Officer Common Stock 416000 D Option 2.25 2006-11-13 4 A 0 250000 2.25 A 2006-11-13 2016-11-13 Common Stock 250000 880000 D Option 2.25 2006-11-13 4 A 0 300000 2.25 A Common Stock 300000 880000 D Option 2.25 2006-11-13 4 A 0 200000 2.25 A Common Stock 200000 880000 D Warrant 1.54 2004-10-06 2010-10-06 Common Stock 100000 880000 D Warrant 3.00 2006-04-26 2010-12-14 Common Stock 30000 880000 D They vest upon the closing of an exclusive product license for the United States national market, the entire European Union market or the Japan market or product sale transaction of all of the Company's ownership rights in the United States (only once for each individual product) for the Company's first "Non-Generic Opioid Drug" as to 150,000 options and for the Company's second "Non-Generic Opioid Drug" as to 150,000 options. See remarks for Footnote 2 (2) They vest as follows: (i) upon the commencement of the first Phase III clinical trial relating to the first "Non-Generic Opioid Drug" developed by the Company as to 125,000 options and relating to the second "Non-Generic Opioid Drug" developed by the Company as to 75,000 options; (ii) 50,000 options upon the closing of an exclusive product license for the United States national market or product sale transaction of all of the Company's ownership rights (on a product by product basis and only once for each individual product) for each Company drug product, other than the "Non-Generic Opioid Drugs" for which the foregoing "Non-Generic Opioid Drug" were granted under (i) above; (iii) 10,000 options upon the filing by the Company (in the Company's name) with the United States Food and Drug Administration (the "FDA") of either an abbreviated new drug application (an "ANDA") or a new drug application (including a NDA filed with the FDA (a "NDA"), for a product not covered by a previous FDA application; (iv) 40,000 options upon the approval by the FDA of any ANDA or NDA (filed in the Company's name) for a product not previously approved by the FDA; (vi) 25,000 options upon filing of an application for U.S. patent by the Company (filed in the Company's name); and (vi) 25,000 options upon the granting by U.S. Patent and Trademark Office of a patent to the Company (filed in the Company's name). /s/ Charan Behl 2006-11-15