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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM
11-K/A
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended: December 31, 2009
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
 For the transition period from  to
 Commission file Number 001-14471
 MEDICIS PHARMACEUTICAL CORPORATION 401(k) PLAN
 (Full title of the Plan)
 MEDICIS PHARMACEUTICAL CORPORATION
  
 MEDICIS PHARMACEUTICAL CORPORATION 401(k) PLAN




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EXPLANATORY
NOTE
  Financial Statements and  Supplemental Schedule




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##### 



Contents
 Report of
Independent Registered Public Accounting Firm
    
    
    1Financial StatementsStatements
of Net Assets Available for Benefits
    
    
    2Statement
of Changes in Net Assets Available for Benefits
    
    
    3Notes
to Financial Statements
    
    
    4Supplemental ScheduleSchedule
of Assets (Held at End of Year)
    
    
    14EX-23




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1




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December 312009
    
    2008AssetsInvestments, at fair value
    
    $
    36,197,305
    
    
    $
    21,683,361Employer contributions receivable
    
    
    2,205,897
    
    
    
    1,623,965Participant contributions receivable
    
    
    103,566
    
    
    
    86,336Interest and dividend receivable
    
    
    8,282
    
    
    
    6,831Net assets reflecting investments at fair value
    
    
    38,515,050
    
    
    
    23,400,493Adjustment from fair value to contract value for fully
benefit-responsive investment contracts
    
    
    (18,411
    )
    
    
    104,420Net assets available for benefits
    
    $
    38,496,639
    
    
    $
    23,504,913
 See accompanying notes.
 2




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Additions (deductions)Net investment income:Interest and dividend income
    
    $
    621,151Net realized and unrealized appreciation in fair value of investments
    
    
    7,296,819Net investment income
    
    
    7,917,970Contributions:Employee contributions
    
    
    4,903,632Rollover contributions
    
    
    310,563Employer contributions
    
    
    3,700,901Total contributions
    
    
    8,915,096Benefits paid directly to participants
    
    
    (1,799,995
    )Administrative expenses
    
    
    (41,345
    )Net increase
    
    
    14,991,726Net assets available for benefits:Beginning of year
    
    
    23,504,913End of year
    
    $
    38,496,639
 See accompanying notes.
 3




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1. Description of the Plan
 General
  Contributions
   Participant Accounts
  4




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1.
    
    Description of the Plan (continued)
 Vesting
  Participant Loans
  Forfeitures
  Benefit Payments
  Plan Termination
  5




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1.
    
    Description of the Plan (continued)
 Administrative Expenses
  2. Significant Accounting Policies
 Basis of Accounting
  Investments Valuation
   6




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2. Significant Accounting Policies (continued)
    Use of Estimates
  New Accounting Pronouncements
 Determining Fair Value When the Volume and Level of Activity for the Asset or
Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly.
 7




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2.
    
    Significant Accounting Policies (continued)
 Investments in Certain
Entities That Calculate Net Asset Value per Share (or Its Equivalent)
 Improving Disclosures About
Fair Value Measurements
 Subsequent Events Amendments to
Certain Recognition and Disclosure Requirements
 8




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2. Significant Accounting Policies (continued)
  3. Investments
  2009
    
    2008Investment Co of America R5
    
    $
    4,261,207
    
    
    $
    2,782,107Schwab Managed Retirement 2030 Cl II
    
    
    4,102,764
    
    
    
    2,506,590Schwab Stable Value Instl
    
    
    2,686,660
    
    
    
    2,150,867Goldman Sachs Mid Cap Value Instl
    
    
    2,332,772
    
    
    
    1,400,507PIMCO Total Return Fund Cl A
    
    
    2,329,121
    
    
    
    1,253,745William Blair International Growth Fund I
    
    
    2,288,349
    
    
    
    1,232,893Medicis Pharmaceutical Corporation Class A
Common Stock
    
    
    2,261,218
    
    
    
    1,235,488Thornburg International Value I
    
    
    2,247,907
    
    
    
    1,182,392Schwab Managed Retirement 2020 C1 II
    
    
    2,227,123
    
    
    
    1,467,797Vanguard Mid Cap Growth Idx Inv
    
    
    2,018,674
    
    
    
    *Schwab Managed Retirement 2040 C1 II
    
    
    1,957,447
    
    
    
    *Brandywine Blue Fund
    
    
    *
    
    
    
    1,249,592
 
 *
    
    Investment balance represents less than 5% of net assets for indicated year.  Mutual funds
    
    $
    3,918,619Common collective trust funds
    
    
    2,139,685Common stock
    
    
    1,238,515Total
    
    $
    7,296,819
 9




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4.
    
    Fair Value MeasurementsFair value is defined as the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date (i.e.,
an exit price). The fair value hierarchy prioritizes the inputs to valuation techniques used to
measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in
active markets for identical assets and liabilities (Level 1) and the lowest priority to
unobservable inputs (Level 3). The three levels of the fair value hierarchy are described
below:Level 1:Inputs to the valuation methodology are unadjusted quoted prices for identical assets
or liabilities in active markets that the Plan has the ability to access.Level 2:Inputs to the valuation methodology include:
 
    
    Quoted prices for similar assets or liabilities in active markets;
    
    Quoted prices for identical or similar assets or liabilities in inactive markets;
    
    Inputs other than quoted prices that are observable for the asset or liability;
    
    Inputs that are derived principally from or corroborated by observable market data
by correlation or other means.
    
    If the asset or liability has a specified (contractual) term, the Level 2 input must
be observable for substantially the full term of the asset or liability.
 Level 3:Inputs to the valuation methodology are unobservable and significant to the fair value
measurement.
   Mutual funds:Valued at the net asset value, based on quoted market prices in active markets, of shares held by the Plan at year end.
 10




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4.
    
    Fair Value Measurements (continued)Medicis Pharmaceutical Corporation common stock:Valued at the closing price reported on the
active market on which the security is traded.Money market:Valued at amortized cost, which approximates market value.Self-directed brokerage account:Consists of mutual and money market funds valued using the
methodologies described previously.Common collective trust funds:Valued at the net asset value per share/unit reported at the
close of every business day.Participant loans:Valued at unpaid principal balance, which approximates fair value.
   December 31, 2009Level 1
    
    Level 2
    
    Level 3
    
    TotalMutual funds
    
    $
    20,138,976
    
    
    $
    
    
    
    $
    
    
    
    $
    20,138,976Medicis Pharmaceutical
Corporation common stock
    
    
    2,261,218
    
    
    
    
    
    
    
    
    
    
    
    2,261,218Self-direct brokerage account
    
    
    1,247,697
    
    
    
    
    
    
    
    
    
    
    
    1,247,697Cash
    
    
    2,156
    
    
    
    
    
    
    
    
    
    
    
    2,156Money market
    
    
    
    
    
    
    187
    
    
    
    
    
    
    
    187Common collective trust funds
    
    
    
    
    
    
    12,030,407
    
    
    
    
    
    
    
    12,030,407Participant loans
    
    
    
    
    
    
    
    
    
    
    516,664
    
    
    
    516,664Total assets at fair value
    
    $
    23,650,047
    
    
    $
    12,030,594
    
    
    $
    516,664
    
    
    $
    36,197,305
 11




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4. Fair Value Measurements (continued)
 December 31, 2008Level 1
    
    Level 2
    
    Level 3
    
    TotalMutual funds
    
    $
    11,864,015
    
    
    $
    
    
    
    $
    
    
    
    $
    11,864,015Medicis Pharmaceutical
Corporation common stock
    
    
    1,235,488
    
    
    
    
    
    
    
    
    
    
    
    1,235,488Self-direct brokerage account
    
    
    884,598
    
    
    
    
    
    
    
    
    
    
    
    884,598Money market
    
    
    
    
    
    
    165
    
    
    
    
    
    
    
    165Common collective trust funds
    
    
    
    
    
    
    7,411,835
    
    
    
    
    
    
    
    7,411,835Participant loans
    
    
    
    
    
    
    
    
    
    
    287,260
    
    
    
    287,260Total assets at fair value
    
    $
    13,984,101
    
    
    $
    7,412,000
    
    
    $
    287,260
    
    
    $
    21,683,361
  ParticipantLoansBalance, beginning of year
    
    $
    287,260Purchase, sales, issuances and settlements (net)
    
    
    229,404Balance, end of year
    
    $
    516,664
 5. Income Tax Status
  12




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6. Parties-In-Interest
  7. Reconciliation of Financial Statements to Form 5500
  December 312009
    
    
    2008Net assets available for benefits per the
financial statements
    
    $
    38,496,639
    
    
    $
    23,504,913Investment contract valuation  adjustment
from contract value to fair value
    
    
    18,411
    
    
    
    (104,420
    )Net assets available for benefits per Form 5500
    
    $
    38,515,050
    
    
    $
    23,400,493
  2009Net increase in net assets available for benefits per the
financial
statements
    
    $
    14,991,726Adjustment from contract value to fair value at December 31, 2008
    
    
    104,420Adjustment from contract value to fair value at December 31, 2009
    
    
    18,411Net increase in net assets available for benefits per Form 5500
    
    $
    15,114,557
 8.  Other Matters
  13




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Description of InvestmentIncluding Maturity Date, RateIdentity of Issue, Borrower, Lessor, or
    
    of Interest, Collateral, Par,
    
    
    
    CurrentSimilar Party
    
    Shares or Maturity Value
    
    Cost
    
    ValueMutual funds:American Beacon Lgcp Val Instl
    
    Registered Investment Company
    
    **
    
    $
    540,572Brandywine Blue Fund
    
    Registered Investment Company
    
    **
    
    
    1,606,256Cohen & Steers Institutional Global Realty
    
    Registered Investment Company
    
    **
    
    
    1,073,631Goldman Sachs Mid Cap Value Instl
    
    Registered Investment Company
    
    **
    
    
    2,332,772Investment Co of America R5
    
    Registered Investment Company
    
    **
    
    
    4,261,207MFS Value Fund Class A
    
    Registered Investment Company
    
    **
    
    
    1,408,457PIMCO All Asset All Authority Inst
    
    Registered Investment Company
    
    **
    
    
    32,030PIMCO Total Return Fund Cl A
    
    Registered Investment Company
    
    **
    
    
    2,329,121Thornburg International Value I
    
    Registered Investment Company
    
    **
    
    
    2,247,907Vanguard Mid Cap Growth Idx Inv
    
    Registered Investment Company
    
    **
    
    
    2,018,674William
Blair International Growth Fund I
    
    Registered Investment Company
    
    **
    
    
    2,288,349Allianz NACM Pacific Rim Fund Cl D
    
    Registered Investment Company
    
    **
    
    
    9,990Amana Growth Fund
    
    Registered Investment Company
    
    **
    
    
    35,729Amcent: Benham International Bond
    
    Registered Investment Company
    
    **
    
    
    24,266Brandywine Advisors Fund
    
    Registered Investment Company
    
    **
    
    
    13,633Buffalo Small Cap Fund
    
    Registered Investment Company
    
    **
    
    
    6,493CGM Focus Fund
    
    Registered Investment Company
    
    **
    
    
    15,790DFA Five-year Globalfixed Inc. Port
    
    Registered Investment Company
    
    **
    
    
    1,853DFA International Core Equity Portfolio
    
    Registered Investment Company
    
    **
    
    
    4,417DFA Real-estate Securities Portfolio
    
    Registered Investment Company
    
    **
    
    
    25,887DFA US Large Cap Value Portfolio
    
    Registered Investment Company
    
    **
    
    
    3,864DFA US Large Company Portfolio
    
    Registered Investment Company
    
    **
    
    
    17,830DFA US Core Equity 2 Portfolio
    
    Registered Investment Company
    
    **
    
    
    22,577DFA US Micro Cap Port
    
    Registered Investment Company
    
    **
    
    
    4,526DFA US Small Cap Value Portfolio
    
    Registered Investment Company
    
    **
    
    
    5,937DFA US Targeted Value Portfolio CL I
    
    Registered Investment Company
    
    **
    
    
    29,684Direxion Monthly Dollar Bull 2x Fund
    
    Registered Investment Company
    
    **
    
    
    12,718Dodge & Cox Income FD
    
    Registered Investment Company
    
    **
    
    
    23,823Dodge & Cox Stk FD
    
    Registered Investment Company
    
    **
    
    
    12,043FBR Small Cap Financial FD
    
    Registered Investment Company
    
    **
    
    
    9,449Fidelity Canada Fund
    
    Registered Investment Company
    
    **
    
    
    38,631Fidelity Floating Rate High Income Fund
    
    Registered Investment Company
    
    **
    
    
    5,574Franklin Aggressive
    
    Registered Investment Company
    
    **
    
    
    15,527Gabelli Small Cap Growth FD
    
    Registered Investment Company
    
    **
    
    
    25,409Gabelli Utilities Fund CL AAA
    
    Registered Investment Company
    
    **
    
    
    21,140Harbor Capital Appr FD Investor CL
    
    Registered Investment Company
    
    **
    
    
    12,134Hartford Growth Opportunities FD
    
    Registered Investment Company
    
    **
    
    
    14,391ICON Energy FD
    
    Registered Investment Company
    
    **
    
    
    9,511Janus Twenty Fund
    
    Registered Investment Company
    
    **
    
    
    17,813Janus Worldwide Fund
    
    Registered Investment Company
    
    **
    
    
    6,458Loomis Sayles Bond Fund CL R
    
    Registered Investment Company
    
    **
    
    
    11,837Loomis Sayles Investment Grade Bond Fund
    
    Registered Investment Company
    
    **
    
    
    3,456Marsico Focus Fund
    
    Registered Investment Company
    
    **
    
    
    29,718
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Description of InvestmentIncluding Maturity Date, RateIdentity of Issue, Borrower, Lessor, or
    
    of Interest, Collateral, Par,
    
    
    
    
    CurrentSimilar Party
    
    Shares or Maturity Value
    
    Cost
    
    
    ValueMutual funds (continued):Matthews Asian Growth & Income FD
    
    Registered Investment Company
    
    **
    
    $
    27,193Matthews Dragon Century China FD CL I
    
    Registered Investment Company
    
    **
    
    
    27,283Merk Hard Currency Fund Inv Shares
    
    Registered Investment Company
    
    **
    
    
    31,282NB Focus Fund
    
    Registered Investment Company
    
    **
    
    
    9,118Oakmark Fund
    
    Registered Investment Company
    
    **
    
    
    74,406Old Mutual Large Cap Growth
    
    Registered Investment Company
    
    **
    
    
    8,637Perkins Mid Cap Value Inv Shares
    
    Registered Investment Company
    
    **
    
    
    14,542Rydex Weakening Dollar 2x Strategy H
    
    Registered Investment Company
    
    **
    
    
    14,032*
    
    Schwab S&P 500 Index Sel
    
    Registered Investment Company
    
    **
    
    
    36,205T Rowe Price New Era Fund
    
    Registered Investment Company
    
    **
    
    
    3,178Templeton Growth Fund Class A
    
    Registered Investment Company
    
    **
    
    
    18,248US Global Inv Global
    
    Registered Investment Company
    
    **
    
    
    7,983Vanguard F-I SECS I-T US Treasury
    
    Registered Investment Company
    
    **
    
    
    25,119Vanguard Inflation Protected SEC FD
    
    Registered Investment Company
    
    **
    
    
    28,474Vanguard Short-Term Investment-Grade Fund
    
    Registered Investment Company
    
    **
    
    
    40,192Vanguard Wellington Fund Investor Shares
    
    Registered Investment Company
    
    **
    
    
    10,394Wasatch Small Cap Growth Fund
    
    Registered Investment Company
    
    **
    
    
    5,8381st Source Monogram Income Equity FD
    
    Registered Investment Company
    
    **
    
    
    10,310Common collective trust funds:*
    
    Schwab Managed Retirement 2010 C1 II
    
    Common Collective Trust Fund
    
    **
    
    
    687,114*
    
    Schwab Managed Retirement 2020 C1 II
    
    Common Collective Trust Fund
    
    **
    
    
    2,227,123*
    
    Schwab Managed Retirement 2030 C1 II
    
    Common Collective Trust Fund
    
    **
    
    
    4,102,764*
    
    Schwab Managed Retirement 2040 C1 II
    
    Common Collective Trust Fund
    
    **
    
    
    1,957,447*
    
    Schwab Managed Retirement 2050 C1 II
    
    Common Collective Trust Fund
    
    **
    
    
    352,239*
    
    Schwab Managed Retirement Income II
    
    Common Collective Trust Fund
    
    **
    
    
    17,060*
    
    Schwab Stable Value Instl
    
    Common Collective Trust Fund
    
    **
    
    
    2,686,660Common stock:*
    
    Medicis Pharmaceutical Corporation
Class A Common Stock
    
    Employer Securities
    
    **
    
    
    2,261,218*
    
    Participant loans
    
    Interest rates ranging from 4.25% to 9.50%; various maturities
    
    **
    
    
    516,664Money market Stock Liquidity
    
    Money Market
    
    **
    
    
    187Short-term investments:*
    
    Schwab Municipal Money Fund
    
    Short-term investments
    
    **
    
    
    13,819*
    
    Schwab Money Market Fund
    
    Short-term investments
    
    **
    
    
    341,409*
    
    Cash
    
    Short-term investments
    
    **
    
    
    10,083$
    36,197,305
 
 *
    
    Party in interest as defined by ERISA**
    
    Investments are participant-directed, therefore cost information is not required. 15




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The Plan
 MEDICIS PHARMACEUTICAL 
CORPORATION 401(k) PLAN
(Full Title of the Plan)Date: July 12, 2011
    By:
    /s/ RICHARD D. PETERSONRichard D. PetersonExecutive Vice President, Chief
Financial Officer and Treasurer of
Medicis Pharmaceutical Corporation,
issuer of the securities held pursuant to
the Plan (Plan Administrator)