June 29, 2005



Via Facsimile (917)777-3300 and U.S. Mail

Roger S. Aaron, Esq.
Eric L. Cochran, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
Four Times Square
New York, New York  10036

RE:	Mylan Laboratories Inc.
	Schedule TO-I filed June 16, 2005

Dear Messrs. Aaron and Cochran:

      We have reviewed the company`s filing and have the following
comments.

Schedule TO-I

1. We note that the company has offset the filing fee with the fee
paid in connection with the company`s registration statement on
Form
S-4 filed on September 3, 2004.  	     Rule 0-11(a)(2) provides
for
offsetting fees when the filings are related to one transaction.
It
is unclear how the Form S-4 relates to this transaction.  Please
advise.

Offer to Purchase

Conditions of the Tender Offer, page 26
2. It is our position that a material change in the offer occurs
when
the offer becomes financed, e.g., financing is obtained or the
financing condition is otherwise satisfied, and that, accordingly,
five days must remain in the offer or the offer must be extended
upon
the satisfaction of the financing condition. Please advise of your
intent in this regard. We note that the offer is contingent on the
receipt of financing on terms satisfactory to Mylan.  We may have
further comment.




Annex A

3. Statements made in connection with tender offers are expressly
excluded from the safe harbor protections afforded by the Private
Securities Litigation Reform Act of 1995.  Accordingly, please
refrain from references to the safe harbor in future
communications.


Closing Comments

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

 	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      Please direct any questions to me at (202) 551-3265.  You
may
also contact me via facsimile at (202) 772-9203.  Please send all
correspondence to us at the following ZIP code:  20549-3628.

								Sincerely,



								Pamela W. Carmody
								Special Counsel
								Office of Mergers
      and Acquisitions
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Messrs. Aaron and Cochran
June 29, 2005
Page 1



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-3628

         DIVISION OF
CORPORATION FINANCE