ex10-9_a




EXHIBIT 10.9(a)


AMENDMENT


      AMENDMENT TO EMPLOYMENT AGREEMENT BETWEEN MEDICIS PHARMACEUTICAL CORPORATION
AND JONAH SHACKNAI, DATED JULY 1, 1996 (the “Agreement”).


      THIS AMENDMENT is made as of this 1st day of April, 1999, between Medicis
Pharmaceutical Corporation, a corporation organized under the laws of the State
of Delaware (the “Company”) with offices located at 4343 East Camelback Road,
Phoenix, Arizona, and Jonah Shacknai (the “Executive”), residing at (residence
address):


      WITNESSETH:


      WHEREAS, the Company and the Executive desire to enter into the present
amendment whereby the Executive will continue to provide personal services to
the Company as Chairman and Chief Executive Officer; and


      WHEREAS, the Executive has informed the Company that he desires to reduce
the office-based commitment associated with his position so as to enable him to
have maximum flexibility in the care of his children;


      WHEREAS, the Company highly values the historical and present
contributions of the Executive to furtherance of shareholder value, and
believes that the ongoing participation of the Executive as Chairman and Chief
Executive Officer is an important element of the Company’s future success; and

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      WHEREAS, the Executive shall continue in his responsibilities as set forth
in Section 2(a) of the Agreement, with particular emphasis on corporate
strategy and product development,


      NOW, THEREFORE, in consideration of the continued employment of Executive
by the Company as Chairman and Chief Executive Officer, the above premises and
the mutual agreements hereinafter set forth, the receipt, adequacy and
sufficiency of which is hereby acknowledged, the parties agree to amend their
July 1, 1996 Employment Agreement (the “Agreement”) as follows:



	 	1.	 	Section 2(b) of the Agreement shall read: “Throughout his employment
hereunder, the Executive shall devote 2.5 days of his time during the
normal business week to fulfillment of the duties of his employment from
the Company’s headquarters at 4343 East Camelback Road, Phoenix,
Arizona, or from such other headquarters location in the greater Phoenix
area as the Company may determine. The Executive shall be available to
meet with Company personnel, attend telephonic meetings and participate
in other corporate matters, as appropriate, from his home during the
remaining periods of the normal business week, provided that the
Executive’s children are not in his care at such time. It is expressly
understood and agreed that the Executive shall not be available for
corporate matters when his children are in his care. The Executive has
elected to apply his vacation time to facilitation of this amended
schedule.
	 
	 	2.	 	Section 3 of the Agreement shall have added a subsection (c) which
shall read, “Provided that the Executive maintains a satisfactory or
better level of performance, he shall remain fully eligible for an
annual cash bonus at the discretion of the Company’s executive
compensation committee of its board of directors.”



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	 	3.	 	Except as modified herein, all other terms and conditions of the
Agreement shall remain in full force and effect.




	 
	/s/ Michael A. Pietrangelo

Michael A. Pietrangelo

Chairman, Executive Committee

Chairman, Executive Compensation Committee

	 
	/s/ Jonah Shacknai

Jonah Shacknai





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