As filed with the Securities and Exchange Commission on January 27, 2006 Registration No. 333-42997 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 IVAX CORPORATION (Exact name of registrant as specified in its charter) Florida 65-0507804 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 4400 Biscayne Boulevard Miami, Florida 33137 (Address of Principal Executive Offices) ---------------------------------------------------------- IVAX Corporation 1997 Employee Stock Option Plan (Full title of the plans) ---------------------------------------------------------- Richard S. Egosi c/o Teva Pharmaceuticals USA, Inc. 425 Privet Road Horsham, Pennsylvania 19044 (215) 293-6400 (Name, address and telephone number, including area code, of agent for service) ---------------------------------------------------------- Copies to PETER H. JAKES, Esq. JEFFREY S. HOCHMAN, Esq. Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, NY 10019 (212) 728-8000 ---------------------------------------------------------- ----------------------------------- DEREGISTRATION OF UNSOLD SECURITIES ----------------------------------- 4,485,625 shares of common stock of IVAX Corporation, par value $0.10 per share (the "Common Stock"), giving effect to the 3-for-2 stock split of the Common Stock in February 2000, the 5-for-4 stock split of the Common Stock in May 2001 and the 5-for-4 stock split of the Common Stock in August 2004, previously registered for sale to the public under this Registration Statement are hereby withdrawn from registration. Such Common Stock represents all the securities remaining unsold under this Registration Statement. SIGNATURES Pursuant to the requirements of the Securities Act, the Company certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Miami, State of Florida, January 27, 2006. IVAX CORPORATION By: /s/ George S. Barrett ------------------------------ George S. Barrett President (Chief Executive Officer) Pursuant to the requirements of the Securities Act of 1933, as amended, this Post-Effective Amendment No. 1 to the Registration Statement has been signed by the following persons in the capacities and on the dates indicated. Name Title(s) Date ---- -------- ---- /s/ George S. Barrett President (Chief Executive Officer) and Director January 27, 2006 - ---------------------------- George S. Barrett /s/ Mark W. Durand Chief Financial Officer (Principal Financial January 27, 2006 - ---------------------------- Officer and Principal Accounting Officer) Mark W. Durand /s/ William S. Marth Director January 27, 2006 - ---------------------------- William S. Marth /s/ Richard S. Egosi Director January 27, 2006 - ---------------------------- Richard S. Egosi