UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant ~~PURSUANT~~to ~~TO SECTION~~ Section 13 OR 15(d) OFof ~~THE~~the Securities Exchange Act of 1934

~~SECURITIES~~Date ~~EXCHANGE~~of ~~ACT OF~~Report ~~1934~~(Date of earliest event reported) December 30, 2005

~~Date~~IVAX ~~of Report (Date of earliest event~~Corporation ~~reported): August 3, 2005~~

~~Commission~~(Exact ~~File~~name ~~Number~~of ~~1-09623~~ registrant as specified in its charter)

IVAX CORPORATION


Florida	1-09623	16-1003559

(State or other jurisdiction of incorporation)	(Commission file number)	(I.R.S. Employer Identification Number)

Florida		16-1003559
4400 Biscayne Boulevard, Miami, Florida		33137
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
(Address of principal executive offices)		(Zip Code)

4400 Biscayne Boulevard, Miami, Florida 33137

(Address of principal executive offices) (Zip Code)

(305) 575-6000

(Registrant’s telephone number, including area code)

~~Check~~Not ~~the appropriate box if the Form 8-K filing is intended to~~Applicable ~~simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):~~

¨(Former ~~Written~~name ~~communications~~or ~~pursuant~~former toaddress, ~~Rule~~if ~~425~~changed ~~under~~since ~~the~~last ~~Securities Act (17 CFR 230~~report.~~425~~)

¨Check ~~Soliciting~~the ~~material~~appropriate ~~pursuant~~box tobelow ~~Rule~~if ~~14a~~the Form 8-12K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the ~~Exchange~~following ~~Act~~provisions (17see ~~CFR~~General Instructions ~~14a-12~~A.2. below):

¨o Written ~~Pre-commencement~~ communications pursuant to Rule 425 ~~14d-2(b)~~ under the ~~Exchange~~Securities Act (17 CFR ~~14d-2(b~~230.425))

¨o Soliciting ~~Pre-commencement~~material ~~communications~~ pursuant to Rule ~~13e~~ 14a-~~4(c)~~12 under the Exchange Act (17 CFR ~~13e~~240.14a-~~4(c~~12))

~~Item~~o Pre-commencement ~~1.01~~communications ~~Entry~~pursuant ~~Into~~to aRule 14d-2(b) ~~Material~~under ~~Definitive~~the ~~Agreement.~~Exchange Act (17 CFR 240.14d-2(b))

~~On August 3, 2005 the Board of Directors of the Company approved certain~~o ~~changes to the Company’s non~~ Pre-~~employee~~commencement ~~director~~communications ~~compensation~~pursuant ~~policy.~~to ~~The~~Rule 13e4(c) ~~revised~~under ~~policy is effective immediately following~~ the ~~Company’s~~Exchange ~~2005~~Act ~~Annual~~(17 ~~Shareholders’ Meeting held on August 3, 2005. The compensation for our non-employee~~CFR ~~directors has historically included a grant of options to purchase our common stock~~240. ~~In 2004, each non~~13e-~~employee director received options to purchase 9,375 shares of our common stock. The recently announced merger agreement entered into by the~~4(c)) Company and Teva Pharmaceuticals Industries Limited restricts the Company’s ability to grant stock options. Accordingly, and in lieu of the customary stock options grant, the Board has determined to increase the annual retainer paid to the non-employee directors by $20,000 to a total annual retainer of $40,000.

~~Signatures~~Item 1.01 Entry into a Material Definitive Agreement

On December 30, 2005, IVAX Corporation, a Florida corporation (“IVAX”), entered into Amendments (the “Amendments”) to its change in control employment agreements (the “Employment Agreements”) with certain officers, including Dr. Frost, Mr. Flanzraich, Dr. Hsiao, and Dr. Henein. Pursuant to the ~~requirements~~Amendments, the Employment Agreements have been amended to comply with Section 409A of the ~~Securities~~Internal ~~Exchange~~Revenue ~~Act~~Code. The amendment will permit a delay in the payment of ~~1934,~~severance if required under Section 409A the ~~Registrant~~Internal ~~has~~Revenue ~~duly~~Code. ~~caused~~In ~~this~~addition, ~~report~~Dr. Henein toand becertain other ~~signed~~officers will receive interest at a rate of 5% per annum on ~~its~~the ~~behalf~~delayed bypayments to compensate them for the delay in the severance if they remain employed for six months after the ~~undersigned~~close ~~thereunto~~of ~~duly~~the ~~authorized~~merger transaction with Teva Pharmaceutical Industries Limited or are terminated without cause. All other terms of the Employment Agreements remain the same.

	IVAX Corporation
Date: August 8, 2005	By:	/s/ Thomas E. Beier
		Thomas E. Beier
		Senior Vice President-Finance Chief Financial Officer

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the forms of Amendment, which are attached as Exhibit 10.1 and Exhibit 10.2 hereto and are incorporated herein by reference.

Item 8.01 Other Events

As of December 30, 2005, the holders of approximately $1,040,729,000 aggregate principal amount of IVAX’ outstanding convertible notes had elected to convert those notes in accordance with their respective terms. Additionally, approximately $50,499,000 of our 4.5% convertible senior subordinated notes were tendered to us pursuant to our offer to repurchase which expired on December 23, 2005. After giving effect to those conversions and repurchases, approximately $260,672,000 aggregate principal amount of IVAX’ convertible notes remained outstanding. IVAX has borrowed approximately $630 million under its previously disclosed $700 million credit facility to satisfy its obligations to repurchase the 4.5% notes tendered and to pay the “principal return” in connection with the conversion of its convertible notes that contain a “net share settlement” feature. IVAX intends to draw on the remaining available balance under the credit facility to satisfy any additional amounts payable by IVAX in connection with the conversion and/or repurchase of its outstanding convertible notes.

Item 9.01 Financial Statements and Exhibits


Exhibit No.		Description

10.1		Form of amendment to Employment Agreement (Change in Control) between IVAX Corporation and certain officers (Group A)
10.2		Form of amendment to Employment Agreement (Change in Control) between IVAX Corporation and certain officers (Group B)

SIGNATURES

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, thereunto duly authorized.


IVAX CORPORATION
By:	/s/ Steven D. Rubin
	Name:	Steven D. Rubin
	Title:	Senior Vice President, General Counsel and Secretary

Date: January 3, 2006

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