FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

(Mark One)

|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
ACT OF 1934 For the quarterly period ended March 31, 2000

                                       OR

|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the transition period from ________ to ___________

Commission file number: 0-11749

                                   Scios Inc.

             (Exact name of Registrant as specified in its charter)

                Delaware                                95-3701481
                (State or other jurisdiction of         (I.R.S. Employer
                incorporation or organization)          Identification No.)

                                   Scios Inc.

                                820 W. Maude Ave.
                               Sunnyvale, CA 94086
               (Address of principal executive offices) (Zip code)

                                 (408) 616-8200
               (Registrant's telephone number including area code)

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ____

         Indicate the number of shares  outstanding of each of the  registrant's
classes of common stock, as of the latest practicable date.

Title                                                        Outstanding

Common Stock, $.001 par value                                38,468,652


<PAGE>

                                   SCIOS INC.
                                 AND SUBSIDIARY

PART I.  FINANCIAL INFORMATION
------


Item 1.  Financial Statements

<PAGE>
<TABLE>
<CAPTION>

                                                      SCIOS INC.
                                                    AND SUBSIDIARY
                                             Consolidated Balance Sheets
                                          (In thousands, except share data)

     ASSETS                                                                   March 31,                December 31,
                                                                                2000                       1999
                                                                          ------------------        -------------------
                                                                             (Unaudited)
<S>                                                                             <C>                     <C>
Current assets:
     Cash and cash equivalents                                                       $4,713                    $11,582
     Marketable securities                                                           18,910                     18,776
     Accounts receivable                                                              3,333                      3,068
     Prepaid expenses                                                                   659                        899
                                                                          ------------------        -------------------
       Total current assets                                                          27,615                     34,325

Marketable securities, non-current                                                   66,319                     70,354
Property and equipment, net                                                          11,185                     11,534
Other assets                                                                          1,519                      2,059
                                                                          ------------------        -------------------
TOTAL ASSETS                                                                       $106,638                   $118,272
                                                                          ------------------        -------------------
                                                                          ------------------        -------------------

     LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Accounts payable                                                                $1,639                     $1,572
     Other accrued liabilities                                                       10,311                     11,157
     Deferred contract revenue                                                       16,988                     17,890
     Current portion of long term debt                                                   --                      2,000
                                                                          ------------------        -------------------
       Total current liabilities                                                     28,938                     32,619

Long-term debt, net of current portion                                               43,857                     42,866
                                                                          ------------------        -------------------
       Total liabilities                                                             72,795                     75,485
                                                                          ------------------        -------------------

Stockholders' equity:
     Preferred stock; $.001 par value; 20,000,000
        shares authorized; none issued and outstanding                                   --                         --
     Common stock; $.001 par value; 150,000,000
        shares authorized; issued and outstanding
        38,468,652 and 38,468,652 shares, respectively                                   38                         38
     Additional paid-in capital                                                     416,703                    416,600
     Treasury stock; 630,467 and 735,036
        shares, respectively                                                        (2,970)                    (3,458)
     Notes receivable from stockholders                                               (108)                      (108)
     Deferred compensation, net                                                       (254)                      (340)
     Accumulated other comprehensive loss                                           (1,156)                    (1,060)
     Accumulated deficit                                                          (378,410)                  (368,885)
                                                                          ------------------        -------------------
      Total stockholders' equity                                                    33,843                     42,787
                                                                          ------------------        -------------------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                   $106,638                   $118,272
                                                                          ------------------        -------------------
                                                                          ------------------        -------------------
</TABLE>

[FN]

               The accompanying notes are an integral part of these consolidated
financial statements.

</FN>
<PAGE>
<TABLE>

<CAPTION>

                                              SCIOS INC.
                                            AND SUBSIDIARY
                     Consolidated Statements of Operations and Comprehensive Loss
                                   (In thousands, except share data)

                                                                         Three months ended
                                                                              March 31,

                                                                   2000                       1999
                                                              ----------------           ---------------
                                                                (Unaudited)               (Unaudited)
<S>                                                             <C>                     <C>
Revenues:
      Product sales                                                    $5,307                    $7,822
      Co-promotion commissions                                          2,025                     2,728
      Research & development contracts                                  1,894                     2,177
                                                              ----------------           ---------------
                                                                        9,226                    12,727
                                                              ----------------           ---------------

Costs and expenses:
      Cost of goods sold                                                3,100                     4,308
      Research and development                                          9,284                    10,543
      Marketing, general and administration                             5,776                     5,319
      Profit distribution to third party                                  601                     1,117
      Restructuring charges                                                --                     6,670
                                                              ----------------
                                                                       18,761                    27,957
                                                              ----------------           ---------------

Loss from operations                                                  (9,535)                  (15,230)

Other income and expense:
      Investment income                                                 1,384                     1,026
      Interest expense                                                  (991)                     (670)
      Realized gains (losses) on securities                              (84)                     4,786
      Other income (expense), net                                       (299)                       231
                                                              ----------------           ---------------
                                                                           10                     5,373

                                                              ----------------           ---------------
      Net loss                                                        (9,525)                   (9,857)
                                                              ----------------           ---------------

Other comprehensive loss:
      Unrealized losses on securities                                    (96)                  (10,830)
                                                              ----------------           ---------------
Comprehensive loss                                                   ($9,621)                 ($20,687)
                                                              ----------------           ---------------

      Loss per common share:
           Basic                                                      ($0.25)                   ($0.26)
                                                              ----------------           ---------------
           Diluted                                                    ($0.25)                   ($0.26)
                                                              ----------------           ---------------

           Weighted  average  number  of  common  shares   outstanding  used  in
             calculation of:

           Basic                                                   37,780,077                37,746,605
                                                              ----------------           ---------------
           Diluted                                                 37,780,077                37,746,605
                                                              ----------------           ---------------
</TABLE>
[FN]

        The  accompanying  notes  are an  integral  part of  these  consolidated
financial statements.

</FN>
<PAGE>
<TABLE>

<CAPTION>

                                                 SCIOS INC.
                                               AND SUBSIDIARY
                                    Consolidated Statements of Cash Flows
                                               (In thousands)

                                                                                     Three months ended
                                                                                         March 31,

                                                                                  2000                1999
                                                                               ------------        -----------
                                                                                        (Unaudited)

<S>                                                                             <C>             <C>
Cash flows from operating activities:

   Net loss                                                                       ($9,525)           ($9,857)
   Adjustments to reconcile net loss to net
   cash used in operating activities:
      Depreciation and amortization                                                    978                826
      Accrued long-term interest payable                                               991                670
      Minority interest                                                                 --               (20)
      Deferred compensation                                                             85                 74
      Change in assets and liabilities:
        Accounts receivable                                                          (265)                114
        Accounts payable                                                                66              2,239
        Other accrued liabilities                                                    (662)            (3,517)
        Other                                                                          779              (317)
        Deferred contract revenue                                                    (902)                 94
        Restructuring charges                                                        (184)              5,745
                                                                               ------------        -----------
             Net cash used in operating activities                                 (8,639)            (3,949)
                                                                               ------------        -----------

Cash flows from investing activities:

   Purchases of property and equipment                                               (628)              (141)
   Sales/maturities of marketable securities                                         6,738             49,316
   Purchases of marketable securities                                              (2,933)           (38,549)
                                                                               ------------        -----------
             Net cash provided by investing activities                               3,177             10,626
                                                                               ------------        -----------

Cash flows from financing activities:
   Issuance of common stock and collection of notes
      receivable from stockholders, net                                                594                400
   Purchase of treasury stock                                                           --              (358)
   Repayment of notes payable                                                      (2,000)                 --
                                                                               ------------        -----------
             Net cash provided by (used in) financing activities                   (1,406)                 42
                                                                               ------------        -----------

Net increase (decrease) in cash and cash equivalents                               (6,868)              6,719
Cash and cash equivalents at beginning of period                                    11,582              6,683
                                                                               ------------        -----------
Cash and cash equivalents at end of period                                         $ 4,714           $ 13,402
                                                                               ============        ===========

Supplemental cash flow data:

   Cash paid during the period for interest                                        $ 2,000               $ --
Supplemental disclosure of non-cash investing
   and financing:
   Change in net unrealized gains on securities                                       $ 96           $ 10,830
</TABLE>
[FN]

           The  accompanying  notes are an integral  part of these  consolidated
financial statements.

</FN>
<PAGE>

                                   SCIOS INC.
                                 AND SUBSIDIARY

                   Notes to Consolidated Financial Statements

                                   (unaudited)

1.       Basis of Presentation and Accounting Policies

                  The unaudited  consolidated financial statements of Scios Inc.
         ("Scios" or the "Company") reflect,  in the opinion of management,  all
         adjustments,  consisting  only of  normal  and  recurring  adjustments,
         necessary  to  present  fairly  the  Company's  consolidated  financial
         position at March 31, 2000 and the  Company's  consolidated  results of
         operations and cash flows for the  three-month  periods ended March 31,
         2000 and 1999. Interim-period results are not necessarily indicative of
         results of operations or cash flows for a full-year period.

                  These  financial  statements and the notes  accompanying  them
         should be read in conjunction  with the Company's annual report on Form
         10-K for the year ended December 31, 1999.  Investors are encouraged to
         review the Form 10-K for a broader discussion of the Company's business
         and the  opportunities  and risks  inherent in the Company's  business.
         Copies of the 10-K are  available  from the Company on request and from
         the  Securities  and Exchange  Commission's  Edgar database at web site
         www.sec.gov.

                  The  year-end  balance  sheet data were  derived  from audited
         financial  statements,  but do not include all disclosures  required by
         generally accepted accounting principles.

<PAGE>

2.       Restructuring Charges and Expenses

                  On March 1, 1999, the Company  announced a restructuring  plan
         that  included  reduction  of  the  Company's  full-time  workforce  by
         approximately   30%  and  the   consolidation   of  its   headquarters,
         development  and research  staff into  currently  leased  facilities in
         Sunnyvale,  California.  The Company recorded a one-time  restructuring
         charge of approximately $6.7 million for the disposal of certain excess
         assets and severance costs. At March 31, 2000, the remaining balance in
         the reserve was $0.9 million.

<TABLE>
<CAPTION>

                                                                                  Lease

                                                        Workforce      Asset       exit   Contractual
       Restructuring charge                            reductions  Disposals      costs   commitments Facilities      Total
       ---------------------------------------------------------------------------------------------------------------------
      <S>                                               <C>     <C>             <C>             <C>     <C>             <C>

       Restructuring provisions at March 1, 1999           $2,819     $1,800       $581        $1,110       $360     $6,670

       Charges to restucture in 1999                       (2,293)      (400)    (1,795)         (555)      (305)    (5,348)

       1999 change in estimate                                233     (1,400)     1,507          (555)       (55)      (270)
                                                     -----------------------------------------------------------------------
       Restructuring liability at December 31, 1999           759         --        293            --         --      1,052
                                                     -----------------------------------------------------------------------

       First quarter 2000 activity                          (111)         --       (73)            --         --      (184)
                                                     -----------------------------------------------------------------------

       Restructuring liability at March 31, 2000             $648       $ --       $220          $ --       $ --       $868
                                                     =======================================================================
</TABLE>

<PAGE>

3.       Computation of Loss Per Share

                  The  following   table  sets  forth  the  computation  of  the
         Company's  basic and diluted loss per share (in  thousands,  except per
         share amounts):

<TABLE>
<CAPTION>

                                                                                 Three months ended
                                                                                       March 31,

                                                                                   2000                1999
                --------------------------------------------------------- -------------- ----- -------------
                <S>                                                     <C>                     <C>

                Numerator

                Basic

                   Net loss                                                   ($ 9,525)           ($ 9,857)

                Diluted

                   Net loss                                                   ($ 9,525)           ($ 9,857)

                Denominator

                Basic

                   Weighted average shares                                       37,780              37,747
                   Effect of dilutive securities:
                     Employee stock options                                         ---                 ---
                   Weighted average shares and assumed
                      Conversions                                                37,780              37,747

                Basic loss per share                                            ($0.25)             ($0.26)

                Diluted loss per share                                          ($0.25)             ($0.26)
</TABLE>

                  The  potentially  dilutive  effect of  outstanding  options to
         purchase  common stock would have been  anti-dilutive  in both 2000 and
         1999,  and they  were  therefore  excluded  from the  diluted  earnings
         calculation for both periods. Although potentially dilutive, the payoff
         of the  Genentech  loan  through the  issuance of stock would have been
         anti-dilutive in both 2000 and 1999 and was therefore excluded from the
         calculations.

                  At March 31, 2000, stock options at prices ranging from $3.688
         to $6.125 per share would have increased the number of weighted average
         common shares  outstanding by 597 shares for the three-month  period of
         2000 but were not included in the computation of diluted loss per share
         because they were antidilutive.

<PAGE>

4.       Industry and Geographic Segment Information

                  Management  uses  one  measurement  of  profitability  for its
         business.  The Company  receives  revenue from  product  sales and from
         licensing and development of products. The Company markets its products
         in the U.S. and Japan and receives  licensing  revenue from partners in
         the U.S., Canada,  Europe and Asia Pacific and operates in one business
         segment.

                  All long-lived assets are located in the United States and all
         revenues  were earned in the United States in the first quarter of 2000
         and 1999, respectively.

<PAGE>

Item 2. Management's  Discussion and Analysis of Financial Condition and Results
     of Operations

         In accordance  with Federal laws, the Company  reminds readers that the
following   discussion   contains   forward-looking   statements   about  plans,
objectives,  future results and intentions of The Company. These forward-looking
statements are based on the current expectations of the Company, and the Company
assumes no obligation to update this information. Realization of these plans and
results involves risks and uncertainties, and the Company's actual results could
differ  materially  from the historical  results or future plans discussed here.
Factors that could cause or contribute to such differences  include, but are not
limited to, those items discussed below, as well as the considerations discussed
in the Company's Form 10-K for the year ended December 31, 1999.

 Operating Results

         The net loss for the  quarter  ended  March 31,  2000 was $9.5  million
compared to the net loss of $9.9 million in the  corresponding  quarter of 1999.
In the first quarter of 1999, the Company recorded a $6.7 million  restructuring
charge  that  was  partially  offset  by $4.8  million  in  gains on the sale of
Guilford Pharmaceuticals Inc. ("Guilford") stock.

         Total  revenues  for the three  months  ended  March 31, 2000 were $9.2
million  versus  $12.7  million in the first  quarter of 1999.  The  decrease in
revenues was principally due to a $2.5 million decline in sales from psychiatric
products under license from SmithKline  Beecham  Corporation (the "SB Products")
and from a decline in co-promotion commissions. The decrease in SB Product sales
was partially the result of reduced  distributor  inventories due to a temporary
shortening of the shelf-life of Eskalith CR, one of five products  developed and
manufactured by SmithKline Beecham that are now sold by the Company. The Company
expects  that over time SB  Product  sales  will  continue  to erode  because of
competition  from new market  entrants and generic  drugs.  The decrease of $0.8
million in co-promotion commissions was mainly due to the timing of co-promotion
incentive  payments  received in the first quarter of 1999 for  co-promotion  of
Risperdal(R) (risperidone). The Company expects to receive the next Risperdal(R)
co-promotion  incentive  payment in the second  quarter  of 2000,  although  the
amount  cannot be presently  predicted.  Contract  revenues for the three months
ended  March 31,  2000 were  $1.9  million  compared  to $2.2  million  in 1999.
Included in first  quarter  contract  revenues  was a milestone  payment of $0.6
million from Biosite  under the  Company's  license  agreement  with Biosite for
diagnostic  uses of BNP.  In the  first  quarter  Biosite  was  unsuccessful  in
achieving a  recommendation  for approval of its diagnostic  product from an FDA
advisory panel as the panel requested further data which Biosite is developing.

         Total costs and expenses for the three months ended March 31, 2000 were
$18.8  million  compared  to $28.0  million  for the same  period  in 1999.  The
spending  decrease  was  mainly  due to a one-time  charge of $6.7  million  for
restructuring  the  Company  that was  recorded  in the first  quarter  of 1999.
Spending for research and development  decreased from $10.5 million in the first
quarter of 1999 to $9.3  million for the  comparable  period in 2000 due to cost
savings from

<PAGE>

the reorganization and down-sizing of the Company on March 1, 1999. Expenses for
marketing,  general  and  administration  increased  to $5.8  million  from $5.3
million for the three-month periods ended March 31, 2000 and 1999, respectively,
because  of  increased  proxy,  consulting,   legal  and  Natrecor(R)  marketing
expenses.  The first quarter decrease of $1.2 million in cost of goods from 1999
to 2000 was the  result of lower SB Product  sales.  Profit  distribution  to SB
decreased  from $1.1  million for the first  quarter of 1999 to $0.6 million for
the same period in 2000 because of the decline in SB product sales.

         Other income and expense  decreased $5.4 million from the quarter ended
March 31, 1999 to the  comparable  quarter in 2000.  The  decrease in income was
principally  due to the  $4.8  million  decrease  in  realized  gains on sale of
securities. In the first quarter of 1999, the Company sold 1.3 million shares of
Guilford stock for a gain of $4.8 million.  In the quarter ended March 31, 2000,
investment  income  increased by $0.3 million from the same period in 1999.  The
increase  was due to higher  interest  rates in the first  quarter of 2000 and a
higher cash balance from quarter to quarter.  Interest  expense  increased  from
$0.7 million to $1.0 million for the three months ended March 31, 2000 and 1999,
respectively, due to increased notes payable balances period to period.

         In  1999,  the  Company  determined  with  the  FDA the  nature  of the
additional  clinical trial (referred to by the Company as the "VMAC Trial") that
the agency  will  require  before it will  consider  approval  of  Natrecor  for
marketing. The Company has continued regular interactions with the FDA about the
filing of an amended NDA containing  the results of the VMAC Trial.  The Company
initiated  enrollment in the VMAC Trial in October 1999 and as of April 25, 2000
has enrolled 352 patients in the study,  which will consist of approximately 500
patients at an estimated cost of $10.0 million.

         The ability of the Company to achieve profitability depends principally
on the Company's success in developing and  commercializing its own products and
on its  ability  to  complete  agreements  with  third  parties  that  result in
additional revenue.  Among the factors that will determine the Company's success
in  commercializing  its products are: the  demonstrated  safety and efficacy of
products in  development;  the cost of and the time taken to  complete  clinical
trials and regulatory submissions; the timing and scope of regulatory approvals,
particularly with respect to the Company's lead product Natrecor;  the Company's
ability to maintain a  cost-effective  drug  supply;  the  Company's  success in
developing and implementing cost effective sales and marketing strategies either
on its own  behalf or in  partnership  with  other  companies;  and the level of
market  acceptance  if products are  approved,  both at product  launch and over
time. The Company's  ability to raise  additional  revenue through third parties
will be dependent on the factors  described above, as well as other factors such
as: its success in marketing and selling the  third-party  products which it may
acquire the right to co-promote;  the disposition of various patent  proceedings
related to the  protection of the Company's  potential  products;  the perceived
value of the  Company's  current  product  portfolio  and  research  programs to
outside parties; and the success of third parties,  such as Kaken Pharmaceutical
Co., Ltd. and Chiron  Corporation  on Fiblast and Novo Nordisk A/A on GLP-1,  in
developing and commercializing the Company's products.

<PAGE>

Liquidity and Capital Resources

         Combined cash, cash equivalents and marketable securities (both current
and  non-current)  totaled  $89.9 million at March 31, 2000, a decrease of $10.8
million from December 31, 1999. The decrease was primarily  attributable to cash
used to fund operations and to the repayment of $2.0 million in debt.

         The Company is striving to achieve  profitability over the next several
years. The timing of the Company's success in reaching its objectives to achieve
and sustain profitability, in the short term, depends principally on the success
of the Company in  achieving  regulatory  approvals  and  generating  sales from
Natrecor.  Profitability will also depend on a number of other factors including
the Company's success and timeliness of its product development, clinical trial,
regulatory approval and product introduction efforts. Other contributing factors
will be the Company's ability to develop new revenue sources to support research
and development programs and its success in marketing and promoting the products
of third parties that may be licensed by the Company.

         The Company's  resources of $89.9 million in cash, cash equivalents and
marketable securities (both current and non-current) at March 31, 2000, together
with a $3.4  million  operating  lease line that  expires  December 31, 2001 and
revenues from product sales,  collaborative agreements,  interest income and any
funding  from  existing or future debt or equity  arrangements,  will be used to
support  current  and  new  clinical  trials  for  proprietary   products  under
development,   to  support   development  and   commercialization   efforts  for
prospective  products and for other general  purposes.  The Company believes its
cash resources will be sufficient to meet its operating and capital requirements
for at least the next several  years.  Key factors that will affect  future cash
use and the timing of the Company's need to seek  additional  financing  include
the Company's decisions concerning the degree to which it will incur expenses to
launch  its  products  in the  United  States  market  following  the  necessary
regulatory  approvals,  the results of the  Company's  partnering  efforts,  the
timing and amounts realized from licensing and partnering  activities,  the rate
of spending  required to develop the Company's  products and respond to changing
business conditions,  and the net contribution produced by the Company's ability
to co-promote and market products for third parties.

         Over  the  long-term,  the  Company  may  need  to  arrange  additional
financing   for  the  future   operation   of  its   business,   including   the
commercialization of products currently under development,  and it will consider
collaborative   arrangements  and  additional  public  or  private   financings,
including additional equity financings.  Factors influencing the availability of
additional  funding include,  but are not limited to, the Company's  progress in
product  development,  investor  perception of the  Company's  prospects and the
general conditions of the financial markets.

<PAGE>

         The information above contains  forward-looking  statements  including,
without  limitation,  statements  relating to the Company's  plans,  strategies,
objectives,  expectations,  intentions,  and  adequate  resources  that are made
pursuant to the "safe harbor"  provisions of the Private  Securities  Litigation
Reform Act of 1995. Readers are cautioned that forward-looking statements should
be read in conjunction with the Company's  disclosures in its most recent Annual
Report on Form 10-K as filed with the Securities and Exchange Commission.

<PAGE>


Part II.  Other Information

Item 2.  Changes in Securities

        The Certificate of Designation  authorizing  50,000 shares of the
Company's Series B Preferred Stock,  $.001 par value was filed with the Delaware
Secretary of State on April 17, 2000 (See the attached Exhibit 3.3). The Series
B Preferred  Stock does not have any voting rights and each share is convertible
into 100 shares of the Company's  Common Stock at the option of the holder.  The
holders of the Series B Preferred Stock have certain preferences over the
holders of Common Stock upon the liquidation, dissolution or winding up of the
Company.

Item 4.  Submission of Matters to a Vote of Security Holders

         The Company's  Annual Meeting of Stockholders  was held on February 28,
2000.

          (a) The following  individuals were elected  directors of the Company,
     each to serve until a successor is elected:

<TABLE>
<CAPTION>

                                                         Total Vote For               Total Vote Withheld
                  Name                                    Each Director                From Each Director
                <S>                                        <C>                                   <C>

                  Samuel H. Armacost                        30,184,440                            177,204
                  Richard B. Brewer                         30,108,197                            253,447
                  Randal J. Kirk                            23,974,045                            590,796
                  Donald B. Rice, Ph.D.                     30,186,487                            175,157
                  Charles A. Sanders, M.D.                  30,164,751                            196,893
                  Solomon H. Snyder, M.D.                   30,182,749                            178,895
                  Burton E. Sobel, M.D.                     30,188,588                            173,056
                  Eugene L. Step                            30,213,540                            148,104
</TABLE>

          (b) The following matter was approved by stockholder  vote, with votes
     cast as indicated:

               o    To ratify the selection of PricewaterhouseCoopers LLP as the
                    Company's independent auditors for fiscal year 1999:

                                    Votes cast for:       30,167,023
                                    Votes cast against:       74,322
                                    Abstentions:             120,229
                    Broker non-votes were not relevant to the foregoing matters.

<PAGE>

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

         Exhibit
         Number         Description
         -------        -----------

             3.3        Certificate of Designation of Series B Preferred
                        Stock filed with the Delaware Secretary of State on
                        April 17, 2000

            27          Financial Data Schedule

(b)      Reports on Form 8-K

         Report  on Form  8-K,  dated  January  24,  2000  (pursuant  to Item 5)
         regarding  the adoption of the  Company's  Change of Control  Severance
         Plan.

         Report  on Form  8-K,  dated  February  1,  2000  (pursuant  to Item 5)
         regarding the Company's  Proxy  Settlement  Agreement dated January 31,
         2000.

                                   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.

                                                     SCIOS INC.

May 15, 2000                          By:      /s/ Richard B. Brewer
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                                            Richard B. Brewer, President and CEO


 May 15, 2000                         By:      /s/ David W. Gryska
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                                         David W. Gryska, Vice President and CFO