##### Table of Contents



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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-Q



QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934



For the quarterly period ended March 31, 2003



Commission File Number 1-09623



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IVAX CORPORATION



|Florida (State or other jurisdiction of incorporation or
organization) |  | 16-1003559 (I.R.S. Employer Identification
No.)
|---------------------------------------------------------------------- |  | -----------------------------------------------



|4400 Biscayne Boulevard, Miami, Florida (Address of principal executive offices) |  | 33137 (Zip Code)
|-------------------------------------------------------------------------------- |  | ----------------



(305)
575-6000

(Registrants telephone number, including area code)



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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 by check mark whether the registrant is an
accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes  x    No ̈



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



194,955,735 shares of Common Stock, $.10 par value, outstanding as of April 25, 2003.



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IVAX
CORPORATION



INDEX



|                               |  |                                                                                                |  |                                                                                          |  | PAGE NO.
|------------------------------ |  | ---------------------------------------------------------------------------------------------- |  | ---------------------------------------------------------------------------------------- |  | --------
|PART I  FINANCIAL INFORMATION |  |                                                                                               
|                              
|                               |  | Item 1  Financial Statements                                                                  |  |                                                                                         
|                              
|                               |  |                                                                                                |  | Consolidated Balance Sheets as of March 31, 2003 and December 31, 2002                   |  | 2       
|                              
|                               |  |                                                                                                |  | Consolidated Statements of Operations for the three months ended March 31, 2003 and 2002 |  | 3       
|                              
|                               |  |                                                                                                |  | Consolidated Statement of Shareholders Equity for the three months ended March 31, 2003 |  | 4       
|                              
|                               |  |                                                                                                |  | Consolidated Statements of Cash Flows for the three months ended March 31, 2003 and 2002 |  | 5       
|                              
|                               |  |                                                                                                |  | Notes to Consolidated Financial Statements                                               |  | 6       
|                              
|                               |  | Item 2  Managements Discussion and Analysis of Financial Condition and Results of Operations |  | 13                                                                                      
|                              
|                               |  | Item 3  Quantitative and Qualitative Disclosures About Market Risk                            |  | 21                                                                                      
|                              
|                               |  | Item 4  Controls and Procedures                                                               |  | 22                                                                                      
|                              
|PART II  OTHER INFORMATION    |  |                                                                                               
|                              
|                               |  | Item 1  Legal Proceedings                                                                     |  | 23                                                                                      
|                              
|                               |  | Item 6  Exhibits and Reports on Form 8-K                                                      |  | 24                                                                                      



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##### Table of Contents



PART I  FINANCIAL
INFORMATION



Item 1 
Financial Statements



IVAX CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)



|                                                                                                    |  | March 31, 2003 |           |   | December 31, 2002 |  
|--------------------------------------------------------------------------------------------------- |  | -------------- | --------- | - | ----------------- | -
|                                                                                                    |  | (Unaudited)    |           |   |                   |  
|ASSETS                                                                                              |  |                |           |   |                   |  
|                                                                                                    |  |                |           |   |                   |  
|Current assets:                                                                                     |  |                |           |   |                   |  
|Cash and cash equivalents                                                                           |  | $              | 146,881   |   |                   | $
|Marketable securities, short-term                                                                   |  |                | 13,770    |   |                   |  
|Accounts receivable, net of allowances for doubtful accounts of $21,844 in 2003 and
$21,719 in 2002 |  |                | 203,480   |   |                   |  
|Inventories                                                                                         |  |                | 318,790   |   |                   |  
|Other current assets                                                                                |  |                | 145,043   |   |                   |  
|                                                                                                    |  |                |           |   |                   |  
|Total current assets                                                                                |  |                | 827,964   |   |                   |  
|Property, plant and equipment, net                                                                  |  |                | 432,915   |   |                   |  
|Goodwill, net                                                                                       |  |                | 405,663   |   |                   |  
|Intangible assets, net                                                                              |  |                | 281,462   |   |                   |  
|Other assets                                                                                        |  |                | 69,605    |   |                   |  
|                                                                                                    |  |                |           |   |                   |  
|Total assets                                                                                        |  | $              | 2,017,609 |   |                   | $
|                                                                                                    |  |                |           |   |                   |  
|LIABILITIES AND SHAREHOLDERS
EQUITY                                                                |  |                |           |   |                   |  
|                                                                                                    |  |                |           |   |                   |  
|Current liabilities:                                                                                |  |                |           |   |                   |  
|Accounts payable                                                                                    |  | $              | 104,245   |   |                   | $
|Current portion of long-term debt                                                                   |  |                | 26,496    |   |                   |  
|Loans payable                                                                                       |  |                | 11,918    |   |                   |  
|Accrued income taxes payable                                                                        |  |                | 27,314    |   |                   |  
|Accrued expenses and other current liabilities                                                      |  |                | 217,928   |   |                   |  
|                                                                                                    |  |                |           |   |                   |  
|Total current liabilities                                                                           |  |                | 387,901   |   |                   |  
|Long-term debt, net of current portion                                                              |  |                | 852,598   |   |                   |  
|Other long-term liabilities                                                                         |  |                | 51,317    |   |                   |  
|Minority interest                                                                                   |  |                | 12,344    |   |                   |  
|Shareholders equity:                                                                               |  |                |           |   |                   |  
|Common stock, $.10 par value, authorized 437,500 shares,                                            |  |                |           |   |                   |  
|issued and outstanding 194,956 shares in 2003 and 194,372 shares in
2002                            |  |                | 19,495    |   |                   |  
|Capital in excess of par value                                                                      |  |                | 318,507   |   |                   |  
|Retained earnings                                                                                   |  |                | 598,210   |   |                   |  
|Accumulated other comprehensive loss                                                                |  |                | (222,763  | ) |                   |  
|                                                                                                    |  |                |           |   |                   |  
|Total shareholders equity                                                                          |  |                | 713,449   |   |                   |  
|                                                                                                    |  |                |           |   |                   |  
|Total liabilities and shareholders equity                                                          |  | $              | 2,017,609 |   |                   | $
|                                                                                                    |  |                |           |   |                   |  



The
accompanying Notes to Consolidated Financial Statements are an integral part of these statements.



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IVAX
CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands, except per share data)



|Three Months Ended March 31,                          |  | 2003 |         |   | 2002 |  
|----------------------------------------------------- |  | ---- | ------- | - | ---- | -
|Net revenues                                          |  | $    | 317,693 |   |      | $
|Cost of sales                                         |  |      | 171,550 |   |      |  
|                                                      |  |      |         |   |      |  
|Gross profit                                          |  |      | 146,143 |   |      |  
|                                                      |  |      |         |   |      |  
|Operating expenses:                                   |  |      |         |   |      |  
|Selling                                               |  |      | 45,595  |   |      |  
|General and administrative                            |  |      | 25,068  |   |      |  
|Research and development                              |  |      | 20,421  |   |      |  
|Amortization of intangible assets                     |  |      | 4,491   |   |      |  
|Restructuring costs                                   |  |      | 463     |   |      |  
|                                                      |  |      |         |   |      |  
|Total operating expenses                              |  |      | 96,038  |   |      |  
|                                                      |  |      |         |   |      |  
|Income from operations                                |  |      | 50,105  |   |      |  
|Other income (expense):                               |  |      |         |   |      |  
|Interest income                                       |  |      | 1,234   |   |      |  
|Interest expense                                      |  |      | (10,949 | ) |      |  
|Other income, net                                     |  |      | 5,623   |   |      |  
|                                                      |  |      |         |   |      |  
|Total other income                                    |  |      | (4,092  | ) |      |  
|                                                      |  |      |         |   |      |  
|Income before income taxes and minority interest      |  |      | 46,013  |   |      |  
|Provision for income taxes                            |  |      | 17,106  |   |      |  
|                                                      |  |      |         |   |      |  
|Income before minority interest                       |  |      | 28,907  |   |      |  
|Minority interest                                     |  |      | 78      |   |      |  
|                                                      |  |      |         |   |      |  
|Income from continuing operations                     |  |      | 28,985  |   |      |  
|Cumulative effect of accounting change                |  |      |        |   |      |  
|                                                      |  |      |         |   |      |  
|Net income                                            |  | $    | 28,985  |   |      | $
|                                                      |  |      |         |   |      |  
|Basic earnings per common share:                      |  |      |         |   |      |  
|Continuing operations                                 |  | $    | 0.15    |   |      | $
|Cumulative effect of accounting change                |  |      |        |   |      |  
|                                                      |  |      |         |   |      |  
|Net income                                            |  | $    | 0.15    |   |      | $
|                                                      |  |      |         |   |      |  
|Diluted earnings per common share:                    |  |      |         |   |      |  
|Continuing operations                                 |  | $    | 0.15    |   |      | $
|Cumulative effect of accounting change                |  |      |        |   |      |  
|                                                      |  |      |         |   |      |  
|Net income                                            |  | $    | 0.15    |   |      | $
|                                                      |  |      |         |   |      |  
|Weighted average number of common shares outstanding: |  |      |         |   |      |  
|Basic                                                 |  |      | 194,969 |   |      |  
|                                                      |  |      |         |   |      |  
|Diluted                                               |  |      | 196,653 |   |      |  
|                                                      |  |      |         |   |      |  



The
accompanying Notes to Consolidated Financial Statements are an integral part of these statements.



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IVAX
CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF SHAREHOLDERS EQUIT
Y

(Unaudited)

(In thousands)



|                                                                                        |  | Common Stock     |   |  | Capital in |        |   |                     |   | Accumulated Other |                   |  |                             |        
|--------------------------------------------------------------------------------------- |  | ---------------- | - |  | ---------- | ------ | - | ------------------- | - | ----------------- | ----------------- |  | --------------------------- | -------
|                                                                                        |  | Number of Shares |   |  | Amount     |        |   | Excess of Par Value |   |                   | Retained Earnings |  | Comprehensive Income (Loss) |        
|BALANCE, January 1, 2003                                                                |  | 194,372          |   |  | $          | 19,437 |   |                     | $ | 311,367           |                   |  | $                           | 569,225
|Comprehensive income:                                                                   |  |                  |   |  |            |        |   |                     |   |                   |                   |  |                             |        
|Net income                                                                              |  |                 |   |  |            |       |   |                     |   |                  |                   |  |                             | 28,985 
|Translation adjustment                                                                  |  |                 |   |  |            |       |   |                     |   |                  |                   |  |                             |       
|Unrealized net loss on available-for-sale equity securities and derivatives, net of
tax |  |                 |   |  |            |       |   |                     |   |                  |                   |  |                             |       
|                                                                                        |  |                  |   |  |            |        |   |                     |   |                   |                   |  |                             |        
|Comprehensive income                                                                    |  |                  |   |  |            |        |   |                     |   |                   |                   |  |                             |        
|Exercise of stock options                                                               |  | 114              |   |  |            | 11     |   |                     |   | 521               |                   |  |                             |       
|Tax benefit of option exercises                                                         |  |                 |   |  |            |       |   |                     |   | 180               |                   |  |                             |       
|Employee stock purchases                                                                |  | 20               |   |  |            | 2      |   |                     |   | 209               |                   |  |                             |       
|Repurchase and retirement of common stock                                               |  | (550             | ) |  |            | (55    | ) |                     |   | (6,100            | )                 |  |                             |       
|Shares issued in acquisitions                                                           |  | 1,000            |   |  |            | 100    |   |                     |   | 12,293            |                   |  |                             |       
|Value of stock options issued to non-employees                                          |  |                 |   |  |            |       |   |                     |   | 37                |                   |  |                             |       
|                                                                                        |  |                  |   |  |            |        |   |                     |   |                   |                   |  |                             |        
|BALANCE, March 31, 2003                                                                 |  | 194,956          |   |  | $          | 19,495 |   |                     | $ | 318,507           |                   |  | $                           | 598,210
|                                                                                        |  |                  |   |  |            |        |   |                     |   |                   |                   |  |                             |        



The
accompanying Notes to Consolidated Financial Statements are an integral part of these statements.



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IVAX
CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOW
S

(Unaudited)

(In thousands)



|Three Months Ended March 31,                                                     |  | 2003 |         |   | 2002 |  
|-------------------------------------------------------------------------------- |  | ---- | ------- | - | ---- | -
|Cash flows from operating activities:                                            |  |      |         |   |      |  
|Net income                                                                       |  | $    | 28,985  |   |      | $
|Adjustments to reconcile net income to net cash flows from operating
activities: |  |      |         |   |      |  
|Restructuring costs                                                              |  |      | 463     |   |      |  
|Depreciation and amortization                                                    |  |      | 16,813  |   |      |  
|Deferred tax provision (benefit)                                                 |  |      | 2,763   |   |      |  
|Tax effect of stock option exercises                                             |  |      | 180     |   |      |  
|Value of stock options issued to non-employees                                   |  |      | 37      |   |      |  
|Provision for doubtful accounts                                                  |  |      | 754     |   |      |  
|Provision for inventory obsolescence                                             |  |      | 7,011   |   |      |  
|Interest accretion on notes payable                                              |  |      | 748     |   |      |  
|Minority interest in earnings                                                    |  |      | (78     | ) |      |  
|Equity in earnings of unconsolidated affiliates                                  |  |      | (392    | ) |      |  
|(Gains) on sale of marketable securities                                         |  |      |        |   |      |  
|(Gains) on sale of product rights                                                |  |      | (2,618  | ) |      |  
|Losses on sale of assets, net                                                    |  |      | 11      |   |      |  
|(Gains) on extinguishment of debt                                                |  |      | (2,203  | ) |      |  
|Cumulative effect of accounting change                                           |  |      |        |   |      |  
|Changes in operating assets and liabilities:                                     |  |      |         |   |      |  
|Accounts receivable                                                              |  |      | 20,335  |   |      |  
|Inventories                                                                      |  |      | (12,968 | ) |      |  
|Other current assets                                                             |  |      | 5,632   |   |      |  
|Other assets                                                                     |  |      | 715     |   |      |  
|Accounts payable, accrued expenses and other current liabilities                 |  |      | (41,952 | ) |      |  
|Other long-term liabilities                                                      |  |      | (6,578  | ) |      |  
|                                                                                 |  |      |         |   |      |  
|Net cash flows from operating activities                                         |  |      | 17,658  |   |      |  
|                                                                                 |  |      |         |   |      |  
|Cash flows from investing activities:                                            |  |      |         |   |      |  
|Proceeds from sale of product rights                                             |  |      | 2,618   |   |      |  
|Capital expenditures                                                             |  |      | (18,925 | ) |      |  
|Proceeds from sales of assets                                                    |  |      | 14      |   |      |  
|Acquisitions of intangible assets                                                |  |      | (2,863  | ) |      |  
|Acquisitions of businesses, net of cash acquired                                 |  |      | 30      |   |      |  
|Investment in affiliates                                                         |  |      | 2,042   |   |      |  
|Purchases of marketable securities                                               |  |      | (250    | ) |      |  
|Proceeds from sales of marketable securities                                     |  |      | 15,554  |   |      |  
|                                                                                 |  |      |         |   |      |  
|Net cash flows from investing activities                                         |  |      | (1,780  | ) |      |  
|                                                                                 |  |      |         |   |      |  
|Cash flows from financing activities:                                            |  |      |         |   |      |  
|Borrowings on long-term debt and loans payable                                   |  |      | 1,243   |   |      |  
|Payments on long-term debt and loans payable                                     |  |      | (24,388 | ) |      |  
|Exercise of stock options and employee stock purchases                           |  |      | 743     |   |      |  
|Repurchase of common stock                                                       |  |      | (6,155  | ) |      |  
|                                                                                 |  |      |         |   |      |  
|Net cash flows from financing activities                                         |  |      | (28,557 | ) |      |  
|                                                                                 |  |      |         |   |      |  
|Effect of exchange rate changes on cash and cash equivalents                     |  |      | 4,152   |   |      |  
|                                                                                 |  |      |         |   |      |  
|Net decrease in cash and cash equivalents                                        |  |      | (8,527  | ) |      |  
|Cash and cash equivalents at the beginning of the year                           |  |      | 155,408 |   |      |  
|                                                                                 |  |      |         |   |      |  
|Cash and cash equivalents at the end of the period                               |  | $    | 146,881 |   |      | $
|                                                                                 |  |      |         |   |      |  
|Supplemental disclosures:                                                        |  |      |         |   |      |  
|Interest paid                                                                    |  | $    | 764     |   |      | $
|                                                                                 |  |      |         |   |      |  
|Income tax payments                                                              |  | $    | 38,395  |   |      | $
|                                                                                 |  |      |         |   |      |  



The
accompanying Notes to Consolidated Financial Statements are an integral part of these statements.



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IVAX
CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENT
S

(Unaudited)

(In thousands, except per share data)



(1) GENERAL:



The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of
Regulation S-X. Accordingly, they do not include all information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. However, in the opinion of management, all adjustments
(consisting of only normal recurring adjustments) considered necessary to present fairly the results of operations, financial position and cash flows have been made. The results of operations and cash flows for the three months ended March 31, 2003,
are not necessarily indicative of the results of operations and cash flows, which may be reported for the remainder of 2003. The interim consolidated financial statements should be read in conjunction with the consolidated financial statements and
the Notes to Consolidated Financial Statements included in IVAX Annual Report on Form 10-K for the year ended December 31, 2002. For purposes of these financial statements, North America includes the United States and Canada. Mexico is
included within Latin America. Certain prior period amounts presented in the consolidated financial statements have been reclassified to conform to the current periods presentation.



(2) STOCK-BASED COMPENSATION PLANS:



As permissible under Statement of Financial Accounting Standards (SFAS) No. 123, Accounting
for Stock-Based Compensation, IVAX accounts for all stock-based compensation arrangements using the intrinsic value method prescribed by Accounting Principles Board Opinion No. 25, Accounting for Stock Issued to Employees, as interpreted
by FASB Interpretation No. 44, Accounting for Certain Transactions Involving Stock Compensation, and discloses pro forma net earnings and earnings per share amounts as if the fair value method had been adopted. Accordingly, no compensation
cost is recognized for stock option awards granted to employees at or above fair market value.



IVAX pro forma net income, pro forma net income per common share and pro forma weighted average fair value of options granted, with related assumptions, assuming IVAX had adopted the fair value
method of accounting for all stock-based compensation arrangements consistent with the provisions of SFAS No. 123, using the Black-Scholes option pricing model for all options granted after January 1, 1995, are indicated below:



|Three Months Ended March 31,                                                                                                                |  | 2003 |           |   | 2002 |  
|------------------------------------------------------------------------------------------------------------------------------------------- |  | ---- | --------- | - | ---- | -
|Net income as reported                                                                                                                      |  | $    | 28,985    |   |      | $
|Deduct: Total stock-based employee compensation expense determined under fair value
based method for all awards, net of related tax effects |  |      | 4,810     |   |      |  
|                                                                                                                                            |  |      |           |   |      |  
|Pro forma net income                                                                                                                        |  | $    | 24,175    |   |      | $
|Basic net income per share as reported                                                                                                      |  |      | 0.15      |   |      |  
|Pro forma basic net income per share                                                                                                        |  |      | 0.12      |   |      |  
|Diluted net income per share as reported                                                                                                    |  |      | 0.15      |   |      |  
|Pro forma diluted net income per share                                                                                                      |  |      | 0.12      |   |      |  
|Weighted average fair value                                                                                                                 |  | $    | 4.27      |   |      | $
|Expected life (years)                                                                                                                       |  |      | 5.6       |   |      |  
|Risk-free interest rate                                                                                                                     |  |      | 3.02-4.01 | % |      |  
|Expected volatility                                                                                                                         |  |      | 27        | % |      |  
|Dividend yield                                                                                                                              |  |      | 0         | % |      |  



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As the SFAS
No. 123 method of accounting has not been applied to options granted prior to January 1, 1995, the resulting pro forma compensation cost may not be representative of that to be expected in future years. In addition, valuations are based on highly
subjective assumptions about the future, including stock price volatility and exercise patterns.



(3) EARNINGS PER SHARE:



A reconciliation of the denominator of the basic and diluted earnings per share computation for income from continuing operations is as follows:



|Three Months Ended March 31,                                                                        |  | 2003    |  | 2002   
|--------------------------------------------------------------------------------------------------- |  | ------- |  | -------
|Basic weighted average number of shares outstanding                                                 |  | 194,969 |  | 196,227
|Effect of dilutive securities  stock options and warrants                                          |  | 1,684   |  | 3,761  
|                                                                                                    |  |         |  |        
|Diluted weighted average number of shares outstanding                                               |  | 196,653 |  | 199,988
|                                                                                                    |  |         |  |        
|Not included in the calculation of diluted earnings per share because their impact is
antidilutive: |  |         |  |        
|Stock options outstanding                                                                           |  | 14,127  |  | 9,665  
|Convertible debt                                                                                    |  | 22,194  |  | 24,609 



(4) REVENUES:



Net revenues are comprised of gross
revenues less provisions for expected customer returns, inventory credits, discounts, promotional allowances, rebates, chargebacks, reimbursements relating to Medicaid and Medicare and other allowances. The reserve balances related to these
provisions are included in Accounts receivable, net of allowances for doubtful accounts and Accrued expenses and other current liabilities in the accompanying consolidated balance sheets in the amounts of $157,487 and
$95,077, respectively, at March 31, 2003, and $147,580 and $94,937, respectively, at December 31, 2002.



(5) INVENTORIES:



Inventories consist of the following:



|                  |  | March 31, 2003 |         | December 31, 2002
|----------------- |  | -------------- | ------- | -----------------
|Raw materials     |  | $              | 121,625 |                  
|Work-in-process   |  |                | 52,296  |                  
|Finished goods    |  |                | 144,869 |                  
|                  |  |                |         |                  
|Total inventories |  | $              | 318,790 |                  
|                  |  |                |         |                  



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(6) INTANGIBLE
ASSETS:



Intangible assets consist of
the following:



|                                   |  | March 31, 2003        |         | December 31, 2002       
|---------------------------------- |  | --------------------- | ------- | ------------------------
|                                   |  | Gross Carrying Amount |         | Accumulated Amortization
|Amortized intangible assets:       |  |                       |         |                         
|Patents and related licenses       |  | $                     | 70,517  |                         
|Trademarks                         |  |                       | 113,816 |                         
|Licenses and other intangibles     |  |                       | 135,716 |                         
|                                   |  |                       |         |                         
|Total                              |  | $                     | 320,049 |                         
|                                   |  |                       |         |                         
|Unamortized intangible assets:     |  |                       |         |                         
|Trademarks & product registrations |  | $                     | 21,254  |                         
|                                   |  |                       |         |                         



Intangible assets amortization expense is estimated to be $13,807 for the remainder of fiscal 2003, $19,683 in fiscal 2004, $19,126 in fiscal 2005, $18,181 in fiscal 2006, and $17,861 in fiscal 2007.



(7) DEBT:



During the first quarter of 2003, IVAX repurchased $19,300 of
4.5% Convertible Senior Subordinated Notes due 2008 for $16,762, plus accrued interest of $243, and wrote off debt issuance costs of $384. This resulted in a gain on the extinguishment of debt of $2,154.



During the first quarter of 2003, IVAX repurchased $1,000 of
5.5% Convertible Senior Subordinated Notes due 2007 for $935, plus accrued interest of $12, and wrote off debt issuance costs of $16. This resulted in a gain on the extinguishment of debt of $49.



(8) INCOME TAXES:



The provision for income taxes from continuing operations
consists of the following:



|Three Months Ended March 31, |  | 2003 |        | 2002 |  
|---------------------------- |  | ---- | ------ | ---- | -
|Current:                     |  |      |        |      |  
|Domestic                     |  | $    | 13,005 |      | $
|Foreign                      |  |      | 1,338  |      |  
|Deferred                     |  |      | 2,763  |      |  
|                             |  |      |        |      |  
|Total                        |  | $    | 17,106 |      | $
|                             |  |      |        |      |  



Payment
of the current tax provision for the year ended December 31, 2003, for domestic and foreign operations will be reduced by $137 and $43, respectively, representing the incremental impact of compensation expense deductions associated with
non-qualified stock options exercised during the current quarter. These amounts were credited to Capital in excess of par value. As of March 31, 2003, a domestic net deferred tax asset of $108,614 and an aggregate foreign net deferred
tax asset of $7,863 are included in Other current assets and Other assets in the accompanying consolidated balance sheet. Realization of the net deferred tax assets is dependent upon generating sufficient future domestic and



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foreign taxable income.
Although realization is not assured, management believes it is more likely than not that the net deferred tax assets will be realized.



(9) BUSINESS SEGMENT INFORMATION:



|Three Months Ended March 31,           |  | 2003      |           |   | 2002 |  
|-------------------------------------- |  | --------- | --------- | - | ---- | -
|Revenues by Region                     |  |           |           |   |      |  
|North America                          |  |           |           |   |      |  
|External sales                         |  | $         | 146,363   |   |      | $
|Intersegment sales                     |  |           | 284       |   |      |  
|Other revenues                         |  |           | 10,126    |   |      |  
|                                       |  |           |           |   |      |  
|Net revenues  North America           |  |           | 156,773   |   |      |  
|                                       |  |           |           |   |      |  
|Europe                                 |  |           |           |   |      |  
|External sales                         |  |           | 93,703    |   |      |  
|Intersegment sales                     |  |           | 13,395    |   |      |  
|Other revenues                         |  |           | 5,129     |   |      |  
|                                       |  |           |           |   |      |  
|Net revenues  Europe                  |  |           | 112,227   |   |      |  
|                                       |  |           |           |   |      |  
|Latin America                          |  |           |           |   |      |  
|External sales                         |  |           | 50,623    |   |      |  
|Other revenues                         |  |           | 127       |   |      |  
|                                       |  |           |           |   |      |  
|Net revenues  Latin America           |  |           | 50,750    |   |      |  
|                                       |  |           |           |   |      |  
|Corporate and other                    |  |           |           |   |      |  
|External sales                         |  |           | 11,047    |   |      |  
|Intersegment sales                     |  |           | (13,679   | ) |      |  
|Other revenues                         |  |           | 575       |   |      |  
|                                       |  |           |           |   |      |  
|Net revenues  Corporate and other     |  |           | (2,057    | ) |      |  
|                                       |  |           |           |   |      |  
|Consolidated net revenues              |  | $         | 317,693   |   |      | $
|                                       |  |           |           |   |      |  
|Profits by Region                      |  |           |           |   |      |  
|Income before minority interest:       |  |           |           |   |      |  
|North America                          |  | $         | 29,002    |   |      | $
|Europe                                 |  |           | (2,910    | ) |      |  
|Latin America                          |  |           | 6,392     |   |      |  
|Corporate and other                    |  |           | (3,577    | ) |      |  
|                                       |  |           |           |   |      |  
|Income before minority interest        |  |           | 28,907    |   |      |  
|Net income:                            |  |           |           |   |      |  
|Minority interest                      |  |           | 78        |   |      |  
|Cumulative effect of accounting change |  |           |          |   |      |  
|                                       |  |           |           |   |      |  
|Net income                             |  | $         | 28,985    |   |      | $
|                                       |  |           |           |   |      |  
|                                       |  |           |          
|                                       |  | March 31, |          
|Long-Lived Assets                      |  | 2003      |           |   | 2002 |  
|North America                          |  | $         | 322,848   |   |      | $
|Europe                                 |  |           | 305,682   |   |      |  
|Latin America                          |  |           | 423,100   |   |      |  
|Corporate and other                    |  |           | 108,584   |   |      |  
|                                       |  |           |           |   |      |  
|Total                                  |  | $         | 1,160,214 |   |      | $
|                                       |  |           |           |   |      |  



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The following
table displays the changes in the carrying amounts of goodwill by geographic region for the three months ended March 31, 2003:



|                      |  | Balance January 1, 2003 |         | Acquisitions |   | Foreign Exchange and Other |  |   | Balance March 31, 2003
|--------------------- |  | ----------------------- | ------- | ------------ | - | -------------------------- |  | - | ----------------------
|North America         |  | $                       | 3,972   |              | $ | 2,568                      |  | $ | (2,500                
|Europe                |  |                         | 32,839  |              |   |                           |  |   | 226                   
|Latin America         |  |                         | 323,137 |              |   |                           |  |   | (2,012                
|Corporate and other   |  |                         | 47,455  |              |   |                           |  |   | (22                   
|                      |  |                         |         |              |   |                            |  |   |                       
|Consolidated goodwill |  | $                       | 407,403 |              | $ | 2,568                      |  | $ | (4,308                
|                      |  |                         |         |              |   |                            |  |   |                       



(10)
SHAREHOLDERS EQUITY:



During the
first quarter of 2003, IVAX repurchased 550 shares of its common stock at a total cost, including commissions, of $6,155.



(11) RECENTLY ISSUED ACCOUNTING STANDARDS:



Financial Accounting Standards Board (FASB) Interpretation No. 46, Consolidation of Variable Interest Entities, an
interpretation of Accounting Research Bulletin No. 51, Consolidated Financial Statements,addresses consolidation by business enterprises of variable interest entities. It is effective immediately for variable interest entities created or
obtained after January 31, 2003. It applies in the first fiscal year or interim period beginning after June 15, 2003, to variable interest entities acquired before February 1, 2003. If it is reasonably possible that an entity will consolidate or
disclose information about the variable interest entity, disclosure is required for all financial statements initially issued after January 31, 2003. As part of the acquisition of Lab Chile, IVAX acquired a note receivable secured by an option to
acquire all of the outstanding shares of common stock of a company that owns 50.1% of a Latin American pharmacy chain, which had net revenues of approximately $36,000 as of December 31, 2002. Management is currently reviewing whether this security
interest will require consolidation of the pharmacy on adoption of FASB Interpretation No. 46, but the impact of such adoption is not expected to be material. IVAX maximum exposure to loss is the recorded value of the receivable, which was
$1,727 at March 31, 2003. IVAX does not have an obligation to fund losses of this entity.



(12) ACQUISITIONS:



On January 24, 2003, IVAX acquired API Industries, Inc. (API, formerly ChemSource Corporation) in Puerto Rico from Chemo Iberica S.A. and Quimica Sintetica S.A. for one million shares of IVAX common stock, valued at
$12,393, and $100 in cash. The total purchase price, including acquisition costs of $228 less cash acquired of $358, was $12,363. API is primarily a manufacturing facility in Puerto Rico. API develops, manufactures and sells active pharmaceutical
ingredients for various pharmaceutical products, including many products that IVAX sells or has under development. IVAX acquired API to further its objective of complementing existing businesses and to provide new products and marketing
opportunities. The operating results of API are included in the consolidated financial statements subsequent to the January 24, 2003, acquisition date.



The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the date of acquisition, the
purchase price paid and resulting goodwill. This preliminary allocation is subject to change based on receipt of final appraised values of assets acquired and liabilities



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assumed, including receipt of
final information about IVAX obligations relating to compliance with environmental law.



|Current assets, excluding cash acquired |  | $ | 3,579  |  
|--------------------------------------- |  | - | ------ | -
|Property, plant and equipment           |  |   | 8,308  |  
|Other assets                            |  |   | 30     |  
|                                        |  |   |        |  
|Total assets acquired                   |  |   | 11,917 |  
|                                        |  |   |        |  
|Current liabilities                     |  |   | 2,122  |  
|Long-term debt                          |  |   |       |  
|                                        |  |   |        |  
|Total liabilities assumed               |  |   | 2,122  |  
|                                        |  |   |        |  
|Net assets acquired                     |  | $ | 9,795  |  
|                                        |  |   |        |  
|Purchase price:                         |  |   |        |  
|Cash acquired, net of cash paid         |  | $ | (258   | )
|Acquisition costs                       |  |   | 228    |  
|Fair market value of stock issued       |  |   | 12,393 |  
|                                        |  |   |        |  
|Total                                   |  | $ | 12,363 |  
|                                        |  |   |        |  
|Goodwill                                |  | $ | 2,568  |  
|                                        |  |   |        |  



APIs results of operations prior to the acquisition were not significant in relation to IVAX results of operations.



(13) LEGAL PROCEEDINGS:



In the John Rice v. Abbott Laboratories, Inc. et al., Thompson v. Abbott Laboratories, Inc., et al., and Turner v. Abbott
Laboratories, Inc., et al., cases previously reported in IVAX Annual Report on Form 10-K for the year ended December 2002, the defendants have been successful in removing these cases to federal court based on ERISA grounds and shortly
thereafter, these cases were transferred to the multi-district litigation pending in Boston, Massachusetts.



On April 22, 2003, IVAX received notice that IVAX Corporation, on behalf of itself and its subsidiaries and affiliates, was named as a
defendant along with approximately 25 other pharmaceutical manufacturers in a complaint filed in the US District Court for the Northern District of Texas by an individual who has filed the action purportedly in the name of the United States
government, styled United States of America, ex. rel, Paul King v. Alcon Laboratories, Inc., et al. In this suit, the plaintiff seeks to recover damages from the defendants, including IVAX, for allegedly defrauding and conspiring to
defraud the United States government by having made sales of drugs to various federal governmental agencies or causing the United States government to reimburse individuals or entities for drug products that did not comply with Current Good
Manufacturing Practices and other regulations and laws. The suit seeks the recovery of treble damages from IVAX and the other defendants, jointly and severally, which plaintiff alleges exceeds thirty billion dollars, plus the recovery of
attorneys fees, interest, civil penalties, costs, and other relief. IVAX intends to vigorously defend itself in this action and against these allegations.



On April 22, 2003, GenPharm, Inc. filed a complaint in the United States District Court for the District of
Puerto Rico against ChemSource Corporation (currently API Industries, Inc.) for damages and equitable relief, including declaratory relief and specific performance, arising out of APIs alleged breach of



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agreements and failure to
supply GenPharm with an active pharmaceutical ingredient. The complaint also seeks the recovery of damages for APIs alleged negligence in failing to maintain production facilities in accordance with FDA standards. The plaintiff seeks to
recover millions of dollars in damages, along with interest, costs and expenses, including attorneys fees and other fees and costs. The complaint has been tendered to the sellers of API for defense and indemnity based on the terms of the
agreement by which API was sold to IVAX.



Environmental Related Proceedings



On April 4, 2003, API received an Order on Consent from The Puerto Rico Aqueduct and Sewer Authority (PRASA) which requires that API follow a PRASA-approved compliance plan in order to achieve compliance with certain
pretreatment standards. This Order also establishes interim limits applicable during the implementation of the compliance plan and attaches stipulated penalties for each day of non-compliance with the prescribed activities and reports schedule. API
has been cooperating with EPA and PRASA regarding these allegations.



On April 28, 2003, API received an EPA issued Administrative Complaint dated April 15, 2003, which proposes that a civil penalty of approximately $19 be assessed against API for the alleged violation of certain conditions of
its NPDES Multi-Sector General Permit. The complaint alleges that API failed to perform certain quarterly visual examinations and conduct an appropriate analysis of parameters during monitoring periods specified in the NPDES general permit. API is
currently reviewing the allegations of the complaint. The complaint has been tendered to the sellers of API for defense and indemnity based on the terms of the agreement by which API was sold to IVAX.



(14) SUBSEQUENT EVENTS:



From April 1, 2003, through April 25, 2003, IVAX repurchased
$1,000 of 4.5% Convertible Senior Subordinated Notes due 2008 for $910, plus accrued interest of $18, and wrote off debt issuance costs of $19, resulting in a gain on extinguishment of debt of $71.



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Item 2 
Managements Discussion and Analysis of Financial Condition and Results of Operation
s



Except for the
historical information contained herein, the following discussion contains forward-looking statements that are subject to known and unknown risks, uncertainties and other factors that may cause our actual results to differ materially from those
expressed or implied by such forward-looking statements. We discuss such risks, uncertainties and other factors throughout this report and specifically under the caption Risk Factors in Item 1 of our Annual Report on Form 10-K for the
year ended December 31, 2002. The following discussion and analysis should be read in conjunction with the consolidated financial statements, the related Notes to Consolidated Financial Statements and Managements Discussion and Analysis of
Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2002, and the unaudited interim consolidated financial statements and the related notes to unaudited interim consolidated
financial statements included in Item 1 of this Quarterly Report on Form 10-Q. Certain prior period amounts have been reclassified to conform to the current periods presentation.



Results of Operations



Three months ended March 31, 2003 compared to the three months ended March 31, 2002



Net income for the three months ended March 31, 2003, was
$29.0 million, or $0.15 per diluted share, compared to $23.5 million, or $0.12 per diluted share, for the same period of the prior year. Income from continuing operations for the three months ended March 31, 2003, was $29.0 million, or $0.15 per
diluted share, compared to $19.3 million, or $0.10 per diluted share, for the same period of the prior year. As of January 1, 2002, we recorded a cumulative change in accounting principle credit in the amount of $4.2 million, or $0.02 per diluted
share, in accordance with Statement of Financial Accounting Standards (SFAS) No. 141, Business Combinations.



Net Revenues and Gross Profit



Net revenues for the three months ended March 31, 2003, totaled $317.7 million, an increase of $45.5 million, or 17%, from the $272.2
million reported in the same period of the prior year. This increase was comprised of increases of $45.8 million from North American subsidiaries, $4.0 million from European subsidiaries and $4.1 million from other operations, partially offset by
decreases in net revenues of $8.4 million from Latin American subsidiaries.



North American subsidiaries net revenues totaled $156.8 million for the three months ended March 31, 2003, compared to $111.0 million for the same period of the prior year. The 41% increase was
primarily attributable to price and volume increases on certain pharmaceutical products, increased product development fees and a new product launched during the first quarter of 2003. North American subsidiaries recorded provisions for sales
returns and allowances that reduced gross sales by $143.2 million during the three months ended March 31, 2003, and $131.6 million for the same period of the prior year. The increase of $11.6 million, or 9%, was primarily due to price changes on
certain brand equivalent pharmaceutical products and changes in sales volume and product mix.



European subsidiaries generated net revenues of $112.2 million for the three months ended March 31, 2003, compared to $108.2 million for the same period of the prior year. The 4% increase was primarily
due to favorable effects of currency exchange rates and lower sales returns and allowances, partially offset by lower product development fees and lower prices and volumes. European subsidiaries recorded provisions for sales returns and allowances
that reduced gross sales by $7.4 million during the three months ended March 31, 2003, and $11.8 million for the same period of the prior year.





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Latin American
subsidiaries generated net revenues of $50.8 million for the three months ended March 31, 2003, compared to $59.2 million for the same period of the prior year. The 14% decrease was primarily due to currency devaluations in Argentina and Venezuela,
partially offset by higher prices and volumes. Latin American subsidiaries recorded provisions for sales returns and allowances that reduced gross sales by $7.3 million during the three months ended March 31, 2003, and $9.5 million for the same
period of the prior year.



Gross profit was
$146.1 million (46% of net revenues) for the three months ended March 31, 2003, compared to $122.0 million (45% of net revenues) for the same period of the prior year. The increase in gross profit percentage was primarily attributable to higher
prices and a favorable mix of brand equivalent pharmaceutical products sold in North America. Our results for the first three months of 2003 were also adversely impacted by significant currency devaluations in Argentina and Venezuela and continued
pricing pressures in the United Kingdom.



As part
of our ongoing business strategy, we enter into collaborative alliances, which allow us to exploit our drug discovery and development capabilities or provide us with valuable intellectual property and technologies. Many of these alliances involve
licenses to other companies relating to technologies or compounds under development and, in some cases, finished products. These licenses permit us to reduce our development costs and often involve the receipt of an up-front payment and fees upon
completion of certain development milestones and also provide for royalties based on sales of the products. We have received significant payments in the past from these arrangements. We expect that milestone, developmental, royalty and other
payments under existing and new collaboration and license agreements with other parties will continue to be an important part of our business. Our future net revenues and profits will depend and will fluctuate from period to period, in part, based
upon our ability to replace or renew license fees, royalties and development service fees as the related agreements expire or are terminated. Our future net revenues and profits will also depend upon:



| |  |  | our ability to obtain and maintain FDA approval of our manufacturing facilities;
| | - |  | --------------------------------------------------------------------------------



| |  |  | our ability to maintain a pipeline of products in development;
| | - |  | --------------------------------------------------------------



| |  |  | our ability to achieve the milestones specified in our license and development agreements;
| | - |  | ------------------------------------------------------------------------------------------



| |  |  | our ability to manufacture, obtain and maintain a sufficient supply of products to meet market demand, retain our customers and meet contractual deadlines and terms;
| | - |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  |  | our ability to develop and rapidly introduce new products;
| | - |  | ----------------------------------------------------------



| |  |  | the timing of regulatory approval of such products;
| | - |  | ---------------------------------------------------



| |  |  | our ability to manufacture such products efficiently;
| | - |  | -----------------------------------------------------



| |  |  | the number and timing of regulatory approvals of competing products;
| | - |  | --------------------------------------------------------------------



| |  |  | our ability to forecast inventory levels and trends at our customers and their end-customers; and
| | - |  | -------------------------------------------------------------------------------------------------



| |  |  | our and our competitors pricing and chargeback policies.
| | - |  | ---------------------------------------------------------



Operating Expenses



Selling expenses increased $3.4 million, or 8%, to $45.6 million (14% of net revenues) for the three months
ended March 31, 2003, compared to $42.1 million (15% of net revenues) for the same period of the prior year. The increase was due to higher expenses associated with increased sales and promotional expenses related to our QVAR®product, partially offset by favorable impacts of currency devaluations in Latin America.



General and administrative expenses decreased $2.2 million, or
8%, to $25.1 million (8% of net revenues) for the three months ended March 31, 2003, compared to $27.3 million (10% of net revenues)



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for the same period of the
prior year. The decrease is primarily attributable to $6.6 million received in settlement of a lawsuit, which was partially offset by negative impacts of currency translation in Europe and general and administrative expenses from the operations of
API Industries, Inc. (API, formerly ChemSource Corporation), which was acquired January 24, 2003.



Research and development expenses for the three months ended March 31, 2003, increased $1.4 million, or 7%, to $20.4 million (6% of net
revenues), compared to $19.1 million (7% of net revenues) for the same period of the prior year. Our future level of research and development expenditures will depend on, among other things, the outcome of clinical testing of products under
development, delays or changes in government required testing and approval procedures, technological and competitive developments, strategic marketing decisions, collaborative alliances and liquidity.



During the first three months of 2003, we incurred $0.5
million of restructuring costs in the United Kingdom, consisting primarily of employee termination benefits.



Other Income (Expense)



Interest income decreased $1.2 million and interest expense decreased $1.5 million for the three months ended March 31, 2003, compared to
the same period of the prior year primarily due to the early extinguishment of debt.



Other income, net increased $0.6 million for the three months ended March 31, 2003, compared to the same period of the prior year. During the first quarter of 2003, we realized gains of $2.2 million on
the repurchase of subordinated notes compared to $5.4 million realized in the same period of the prior year. In addition, during the first quarter of 2003, we earned minimum royalties of $2.6 million recorded as additional consideration for the 1997
sale of Elmiron to Ortho-McNeil Pharmaceutical, Inc. compared to $1.8 million of royalties earned in the same period of the prior year. During the first quarter of 2002, we realized a $2.8 million foreign exchange loss on the repayment of U.S.
denominated loans held by an Argentine subsidiary which was partially offset by foreign currency gains at other subsidiaries.



Recently Issued Accounting Standards



Financial Accounting Standards Board (FASB) Interpretation No. 46, Consolidation of Variable Interest Entities, an
interpretation of Accounting Research Bulletin No. 51, Consolidated Financial Statements,addresses consolidation by business enterprises of variable interest entities. It is effective immediately for variable interest entities created or
obtained after January 31, 2003. It applies in the first fiscal year or interim period beginning after June 15, 2003, to variable interest entities acquired before February 1, 2003. If it is reasonably possible that an entity will consolidate or
disclose information about the variable interest entity, disclosure is required for all financial statements initially issued after January 31, 2003. As part of the acquisition of Lab Chile, IVAX acquired a note receivable secured by an option to
acquire all of the outstanding shares of common stock of a company that owns 50.1% of a Latin American pharmacy chain, which had net revenues of approximately $36.0 million as of December 31, 2002. Management is currently reviewing whether this
security interest will require consolidation of the pharmacy on adoption of FASB Interpretation No. 46, but the impact of such adoption is not expected to be material. IVAX maximum exposure to loss is the recorded value of the receivable,
which was $1.7 million at March 31, 2003. IVAX does not have an obligation to fund losses of this entity.



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Liquidity
and Capital Resources



At March 31, 2003,
working capital was $440.1 million compared to $447.2 million at December 31, 2002. Cash and cash equivalents were $146.9 million at March 31, 2003, compared to $155.4 million at December 31, 2002. Short-term marketable securities were $13.8 million
at March 31, 2003, compared to $28.9 million at December 31, 2002.



Net cash of $17.7 million was provided by operating activities during the first quarter of 2003 compared to $39.1 million during the same period of the prior year. The decrease in cash provided by operating activities was
primarily the result of increased payments of accounts payable, accrued expenses and income taxes, and lower collections of accounts receivable and sales of other assets, partially offset by reduced inventory growth.



Net cash of $1.8 million was used for investing activities
during the first quarter of 2003 compared to $10.9 million during the same period of the prior year. During the first quarter of 2003, our capital expenditures increased by approximately $6.3 million as compared to the same period of the prior year.
During the first quarter of 2003, we spent $0.8 million to acquire intangible assets and businesses and increase our ownership interest in affiliates compared to $6.5 million during the same period of the prior year. In addition, we generated $9.2
million of additional net proceeds from the sale of marketable securities compared to the first quarter of 2002.



On January 24, 2003, we acquired API in Puerto Rico from Chemo Iberica S.A. and Quimica Sintetica S.A. for one million shares of our
common stock, valued at $12.4 million, and $0.1 million in cash. API is primarily a manufacturing facility in Puerto Rico. API develops, manufactures and sells active pharmaceutical ingredients for various pharmaceutical products, including many
products that we sell or have under development. In March 2003, we suspended production at this facility pending assessment and implementation of appropriate quality assurance programs and corrective programs to address pre-existing regulatory
compliance concerns.



Net cash of $28.6 million
was used by financing activities during the first quarter of 2003 compared to $87.7 million used during the same period of the prior year. During the first quarter of 2003, we repaid $24.4 million of bank debt, including repurchasing $20.3 million
of our senior subordinated convertible debentures for $17.7 million, and made $1.2 million of new borrowings, but reduced our repurchases of common stock by $13.8 million compared to the same period of the prior year.



We plan to spend substantial amounts of capital in 2003 to
continue the research and development of pharmaceutical products. Although research and development expenditures are expected to be between $90 million and $100 million during 2003, actual expenditures will depend on, among other things, the outcome
of clinical testing or products under development, delays or changes in government required testing and approval procedures, technological and competitive developments, strategic marketing decisions and liquidity. In addition, we plan to spend
between $90 million and $100 million in 2003 to improve and expand our pharmaceutical and other related facilities.



Our principal sources of short-term liquidity are existing cash and internally generated funds, which we believe will be sufficient to
meet our operating needs and anticipated capital expenditures over the short term. For the long term, we intend to utilize principally internally generated funds, which are anticipated to be derived primarily from the sale of existing pharmaceutical
products, pharmaceutical products currently under development and pharmaceuticals products we license or acquire. There can be no assurance that we will successfully complete products under development, that we will be able to obtain regulatory
approval for any such products, or that any approved product will be produced in



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commercial quantities, at
reasonable costs, and be successfully marketed or that we will acquire any such products. We may consider issuing debt or equity securities in the future to fund potential acquisitions and growth.



Income Taxes



We recognized a $17.1 million tax provision for the three
months ended March 31, 2003, of which $4.0 million related to foreign operations.



As of March 31, 2003, domestic net deferred tax assets totaled $108.6 million and aggregate foreign net deferred tax assets totaled $7.9 million. Realization of the net deferred tax assets is dependent
upon generating sufficient future domestic and foreign taxable income. Although realization is not assured, we believe it is more likely than not that the net deferred tax assets will be realized. Our estimates of future taxable income are subject
to revision due to, among other things, regulatory and competitive factors affecting the pharmaceutical industries in the markets in which we operate. Such factors are further discussed in Managements Discussion and Analysis of Financial
Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2002.



Critical Accounting Policies



The consolidated financial statements include the accounts of IVAX Corporation and all majority-owned subsidiaries. The preparation of
financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions in certain circumstances that affect amounts reported in the accompanying consolidated
financial statements and related footnotes. In preparing these financial statements, management has made its best estimates and judgments of certain amounts included in the financial statements, giving due consideration to materiality. We base our
estimates and judgments on historical experience and other assumptions that we believe are reasonable. However, application of these accounting policies involves the exercise of judgment and use of assumptions as to future uncertainties and, as a
result, actual results could differ materially from these estimates. Management periodically evaluates estimates and assumptions used in the preparation of the financial statements and makes changes on a prospective basis when adjustments are
necessary. Significant estimates include amounts for accounts receivable exposures, deferred tax asset allowances, inventory reserves, environmental reserves, litigation and sales returns and allowances, including chargebacks, rebates, returns and
shelf-stock adjustments, and the useful lives of intangible assets.



Revenue Recognition, Sales Returns and Allowances  Revenues and the related cost of sales are recognized at the time title to our products and the risks and rewards of ownership passes to our customers. Our
pharmaceutical revenues are affected by the level of provisions for estimated returns, inventory credits, discounts, promotional allowances, rebates, chargebacks, reimbursements relating to Medicaid and Medicare and other allowances. The custom in
the U.S. pharmaceutical industry is generally to grant customers the right to return purchased goods. In the brand equivalent pharmaceutical industry, this custom has resulted in a practice of suppliers issuing inventory credits (also known as
shelf-stock adjustments) to customers based on the customers existing inventory following decreases in the market price of the related brand equivalent pharmaceutical product. We have contractual agreements with many of our customers, which
require that we grant these customers inventory credit following a price decrease. In other cases, the determination to grant a credit to a customer following a price decrease is at our discretion. These credits allow customers with established



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inventories to compete with
those buying product at the current market price, and allow us to maintain shelf space, market share and customer loyalty.



We establish provisions for estimated returns, inventory credits and chargebacks, as well as other sales allowances, concurrently with the
recognition of revenue. The provisions are established in accordance with accounting principles generally accepted in the United States based upon consideration of a variety of factors, including actual return and inventory credit experience for
products during the past several years by product type, the number and timing of regulatory approvals for the product by our competitors (both historical and projected), the market for the product, expected sell-through levels by our wholesaler
customers to customers with contractual pricing arrangements with us, estimated customer inventory levels by product and projected economic conditions. Actual product returns and inventory credits incurred are, however, dependent upon future events,
including remaining shelf-life and price competition and the level of customer inventories at the time of any price decreases. We continually monitor the factors that influence the pricing of our products and customer inventory levels and make
adjustments to these provisions when we believe that actual product returns, inventory credits and other allowances may differ from established reserves.



Royalty and license fee income are recognized when obligations associated with earning the royalty or licensing fee have been satisfied
and are included in Net revenues in the accompanying consolidated statements of operations. In accordance with Securities and Exchange Commission Staff Accounting Bulletin No. 101, our accounting policy is to review each contract and, if
appropriate, we defer up-front payments, whether or not they are refundable, and recognize them in income over the obligation period. Where we expend resources to achieve milestones, we recognize the milestone payments in income currently. The total
amortization of up-front payments and current recognition of milestones is limited to nonrefundable provisions of the contract.



Legal Costs  Legal charges are recorded for the costs anticipated to be incurred in connection with litigation and claims against us
when we can reasonably estimate these costs. We intend to vigorously defend each of the lawsuits described in Note 13, Commitments and Contingencies, in the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for
the year ended December 31, 2002, and in Part II Item 1 of this Form 10-Q but their respective outcomes cannot be predicted. Any of such lawsuits or investigations, if determined adversely to us, could have a material adverse effect on our financial
position and results of operations. Our ultimate liability with respect to any of these proceedings is not presently determinable.



We are involved in various other legal proceedings arising in the ordinary course of business, some of which involve substantial amounts.
In order to obtain brand equivalent approvals prior to the expiration of patents on branded products, and to benefit from the exclusivity allowed to Abbreviated New Drug Application applicants that successfully challenge these patents, we frequently
become involved in patent infringement litigation brought by branded pharmaceutical companies. Although these lawsuits involve products that are not yet marketed and therefore pose little or no risk of liability for damages, the legal fees and costs
incurred in defending such litigation can be substantial. While it is not feasible to predict or determine the outcome or the total cost of these proceedings, in our opinion, based on a review with legal counsel, any losses resulting from such legal
proceedings will not have a material adverse impact on our financial position or results of operations.



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Disclosure
Regarding Forward-Looking Statements



We wish
to caution readers that certain important factors may have affected and could in the future affect our actual results and could cause actual results to differ significantly from any forward-looking statement which may have been deemed to have been
made in this report or which are otherwise made by us or on our behalf. For this purpose any statements contained in this report that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the
generality of the foregoing, words such as may, will, expect, believe, anticipate, intend, could, would, estimate, continue or
pursue, or the negative other variations thereof or comparable terminology are intended to identify forward-looking statements. Forward-looking statements involve risks and uncertainties that cannot be predicted or quantified and,
consequently, actual results may differ materially from those expressed or implied by such forward-looking statements. Such risks and uncertainties include, among other things:



| |  | difficulties in product development and uncertainties related to the timing or outcome of product development;
|- |  | --------------------------------------------------------------------------------------------------------------



| |  | the availability on commercially reasonable terms of raw materials, particularly raw materials for our paclitaxel product, and other third-party sourced products;
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | our ability to replace or renew license fees, royalties and development service fees as the related agreements expire or are terminated;
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------



| |  | difficulties in complying with governmental regulations;
|- |  | --------------------------------------------------------



| |  | difficulties in manufacturing products;
|- |  | ---------------------------------------



| |  | our ability to reduce our backlog and manufacture, obtain and maintain a sufficient supply of products to meet market demand, retain our customers and meet
contractual deadlines and terms;
|- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | our dependence on sole or limited source suppliers and the risk associated with a production interruption or shipment delays at such suppliers;
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------



| |  | efficacy or safety concerns with respect to marketed products, whether or not scientifically justified, leading to recalls, withdrawals or declining sales;
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | that our proposed spending on facilities improvement and expansion may not be as projected;
|- |  | -------------------------------------------------------------------------------------------



| |  | our ability to obtain and maintain FDA approval of our manufacturing facilities, the failure of which could result in production stoppage or delays;
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------



| |  | our ability to obtain approval from the FDA to market new pharmaceutical products;
|- |  | ----------------------------------------------------------------------------------



| |  | the acceptance of new products by the medical community as effective as alternative forms of treatment for indicated conditions;
|- |  | --------------------------------------------------------------------------------------------------------------------------------



| |  | the outcome of any pending or future litigation or investigation (including patent, trademark and copyright litigation and the United Kingdom National Health Service
investigation), and the cost, expenses and possible diversion of managements time and attention arising from such litigation or investigation;
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| |  | the impact of new regulations or court decisions regarding the protection of patents and the exclusivity period for the marketing of branded drugs;
|- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------



| |  | the impact of the adoption of certain accounting standards;
|- |  | -----------------------------------------------------------



| |  | our success in acquiring or licensing proprietary technologies that are necessary for our product development activities;
|- |  | -------------------------------------------------------------------------------------------------------------------------



| |  | the impact of political and economic instability in the countries in which we operate, particularly Argentina and Venezuela;
|- |  | ----------------------------------------------------------------------------------------------------------------------------



| |  | our successful compliance with extensive, costly, complex and evolving governmental regulations and restrictions;
|- |  | -----------------------------------------------------------------------------------------------------------------



| |  | our ability to successfully compete in both the branded and brand equivalent pharmaceutical sectors; and
|- |  | --------------------------------------------------------------------------------------------------------



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| |  | other risks and uncertainties detailed herein and from time to time in our Securities and Exchange Commission filings.
|- |  | ----------------------------------------------------------------------------------------------------------------------



The information in this Form 10-Q is as of March 31, 2003, or,
where clearly indicated, as of the date of this filing. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise. We also may make additional disclosures in our
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K that we may file from time to time with the Securities and Exchange Commission. Please also note that we provide a cautionary discussion of risks and
uncertainties under the section entitled Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2002. These are factors that we think could cause our actual results to differ materially from expected results.
Other factors besides those listed here could also adversely affect us.



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Item 3 
Quantitative and Qualitative Disclosures About Market Ris
k



Market risk
represents the risk of loss that may impact our consolidated financial position, results of operations or cash flows. We, in the normal course of doing business, are exposed to the risks associated with foreign currency exchange rates and changes in
interest rates.



Foreign Currency Exchange Rate
Risk  We have subsidiaries in more than 20 countries worldwide. During the three months ended March 31, 2003, sales by subsidiaries located outside the United States accounted for approximately 52% of worldwide sales. Virtually all of these
sales were denominated in currencies of the local country. As such, our reported profits and cash flows are exposed to changing exchange rates. If the United States dollar weakens relative to the foreign currency, the earnings generated in the
foreign currency will, in effect, increase when converted into United States dollars and vice versa. Although we do not speculate in the foreign exchange market, we do from time to time manage exposures that arise in the normal course of business
related to fluctuations in foreign currency exchange rates by entering into offsetting positions through the use of foreign exchange forward contracts. As a result of exchange rate differences, net revenues increased by $3.3 million for the three
months ended March 31, 2003, as compared to the same period of the prior year. The effects of inflation on consolidated net revenues and operating income were not significant. Certain firmly committed transactions are hedged with foreign exchange
forward contracts. As exchange rates change, gains and losses on the exposed transactions are partially offset by gains and losses related to the hedging contracts. Both the exposed transactions and the hedging contracts are translated at current
spot rates, with gains and losses included in earnings. Our derivative activities, which primarily consist of foreign exchange forward contracts, are initiated primarily to hedge forecasted cash flows that are exposed to foreign currency risk.



The foreign exchange forward contracts generally
require us to exchange local currencies for foreign currencies based on pre-established exchange rates at the contracts maturity dates. If the counterparties to the exchange contracts do not fulfill their obligations to deliver the contracted
currencies, we could be at risk for currency related fluctuations. We enter into these contracts with counterparties that we believe to be creditworthy and do not enter into any leveraged derivative transactions. As of March 31, 2003, we had $19.1
million in foreign exchange forward contracts outstanding, primarily to hedge Euro-based operating cash flows against Pounds Sterling.



Interest Rate Risk  Our only material debt obligations relate to the 4.5% and 5.5% Convertible Notes, which bear fixed rates of
interest, and the amounts we owe for the purchase of QVAR®, which carry no stated interest rate. We believe that
our exposure to market risk relating to interest rate risk is not material.



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Item 4  Controls
and Procedure
s



Evaluation of Disclosure
Controls and Procedures



We have evaluated
the design and operation of our disclosure controls and procedures to determine whether they are effective in ensuring that the disclosure of required information is timely made in accordance with the Exchange Act and the rules and forms of the
Securities and Exchange Commission. This evaluation was made under the supervision and with the participation of management, including our principal executive officer and principal financial officer within the 90-day period prior to the filing of
this Quarterly Report on Form 10-Q. The principal executive officer and principal financial officer have concluded, based on their review and subject to the limitations noted below, that our disclosure controls and procedures, as defined at Exchange
Act Rules 13a-14(c) and 15d-14(c), are effective to ensure that information required to be disclosed by us in reports that we file under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities
and Exchange Commission rules and forms.



Changes in Internal
Controls



No significant changes were made
to our internal controls or other factors that could significantly affect these controls subsequent to the date of their evaluation.



Limitations on the Effectiveness of Controls



Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls
and internal controls will prevent all error and fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a
control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide
absolute assurance that all control issues and instances of fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or
mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the control.



The design of any system of controls also is based in part upon certain assumptions about the likelihood of
future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, control may become inadequate because of changes in conditions, or the degree of compliance
with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.



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PART II  OTHER
INFORMATION



Item 1  Legal Proceedings



In the John Rice v. Abbott Laboratories, Inc. et al., Thompson v. Abbott Laboratories, Inc., et al. and Turner v. Abbott Laboratories, Inc., et al. cases previously reported in IVAX Annual Report on Form 10-K for
the year ended December 2002, the defendants have been successful in removing these cases to federal court based on ERISA grounds and shortly thereafter, these cases were transferred to the multi-district litigation pending in Boston, Massachusetts.



On April 22, 2003, we received notice that IVAX
Corporation, on behalf of itself and its subsidiaries and affiliates, was named as a defendant along with approximately 25 other pharmaceutical manufacturers in a complaint filed in the US District Court for the Northern District of Texas by an
individual who has filed the action purportedly in the name of the United States government, styled United States of America, ex. rel, Paul King v. Alcon Laboratories, Inc., et al. In this suit, the plaintiff seeks to recover damages
from the defendants, including us, for allegedly defrauding and conspiring to defraud the United States government by having made sales of drugs to various federal governmental agencies or causing the United States government to reimburse
individuals or entities for drug products that did not comply with Current Good Manufacturing Practices and other regulations and laws. The suit seeks the recovery of treble damages from us and the other defendants, jointly and severally, which
plaintiff alleges exceeds thirty billion dollars, plus the recovery of attorneys fees, interest, civil penalties, costs, and other relief. We intend to vigorously defend ourselves in this action and against these allegations.



On April 22, 2003, GenPharm, Inc. filed a complaint in the
United States District Court for the District of Puerto Rico against ChemSource Corporation (currently API Industries, Inc., API) for damages and equitable relief, including declaratory relief and specific performance, arising out of
APIs alleged breach of agreements and failure to supply GenPharm with an active pharmaceutical ingredient. The complaint also seeks the recovery of damages for APIS alleged negligence in failing to maintain production facilities in
accordance with FDA standards. The plaintiff seeks to recover millions of dollars in damages, along with interest, costs and expenses, including attorneys fees and other fees and costs. The complaint has been tendered to the sellers of API for
defense and indemnity based on the terms of the agreement by which API was sold to us.



Environmental Related Proceedings



On April 4, 2003, API received an Order on Consent from The Puerto Rico Aqueduct and Sewer Authority
(PRASA) which requires that API follow a PRASA-approved compliance plan in order to achieve compliance with certain pretreatment standards. This order also establishes interim limits applicable during the implementation of the compliance
plan and attaches stipulated penalties for each day of non-



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compliance with the prescribed activities and reports schedule. API has been cooperating with EPA and
PRASA regarding these allegations.



On April 28,
2003, API received an EPA issued Administrative Complaint dated April 15, 2003, which proposes that a civil penalty of approximately $19,000 be assessed against API for the alleged violation of certain conditions of its NPDES Multi-Sector General
Permit. The complaint alleges that API failed to perform certain quarterly visual examinations and conduct an appropriate analysis of parameters during monitoring periods specified in the NPDES general permit. API is currently reviewing the
allegations of the complaint. The complaint has been tendered to the sellers of API for defense and indemnity based on the terms of the agreement by which API was sold to us.



Item 6  Exhibits and Reports on Form 8-K



|(a) |  | Exhibits
|--- |  | --------



|10.20 |  | Retirement Agreement, dated as of May 8, 2003, between IVAX Corporation and Isaac Kaye.                                               |  | Filed herewith.
|----- |  | ------------------------------------------------------------------------------------------------------------------------------------- |  | ---------------
|     
|99.1  |  | Certificate of the Chairman and Chief Executive Officer of IVAX Corporation pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 |  | Filed herewith.
|     
|99.2  |  | Certificate of the Chief Financial Officer of IVAX Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of
2002              |  | Filed herewith.



|(b) |  | Reports on Form 8-K
|--- |  | -------------------



None.



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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
|----- |  | ------------ |  | ----------------
|     
|Date: |  | May 14, 2003 |  |                 
|      |  |              |  |                 











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I, Phillip Frost, M.D.,
certify that:



| | 1. |  | I have reviewed this quarterly report on Form 10-Q of IVAX Corporation;
| | -- |  | -----------------------------------------------------------------------



| | 2. |  | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 3. |  | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 4. |  | The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-14 and 15d-14) for the registrant and we have:
| | -- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made
known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report
(the Evaluation Date); and
| | -- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | c) |  | presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation
Date;
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 5. |  | The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee
of registrants board of directors (or persons performing the equivalent function):
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize
and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------



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| | 6. |  | The registrants other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



/s/    PHILLIP FROST, M.D.Phillip Frost, M.D. Chairman and Chief Executive Officer May 14, 2003










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I, Thomas E. Beier, certify
that:



| | 1. |  | I have reviewed this quarterly report on Form 10-Q of IVAX Corporation;
| | -- |  | -----------------------------------------------------------------------



| | 2. |  | Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 3. |  | Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 4. |  | The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-14 and 15d-14) for the registrant and we have:
| | -- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made
known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report
(the Evaluation Date); and
| | -- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | c) |  | presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation
Date;
| | -- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 5. |  | The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee
of registrants board of directors (or persons performing the equivalent function):
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | a) |  | all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize
and report financial data and have identified for the registrants auditors any material weaknesses in internal controls; and
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) |  | any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal controls; and
| | -- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------





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| | 6. |  | The registrants other certifying officers and I have indicated in this quarterly report whether there were significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
| | -- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



/s/    THOMAS E. BEIERThomas E. Beier Senior Vice President  Finance and Chief Financial Officer May 14, 2003












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Exhibit Index



|Exhibit Number |  | Exhibit Description                                                                                                                   
|-------------- |  | --------------------------------------------------------------------------------------------------------------------------------------
|10.20          |  | Retirement Agreement, dated as of May 8, 2003, between IVAX Corporation and Isaac Kaye.                                               
|              
|99.1           |  | Certificate of the Chairman and Chief Executive Officer of IVAX Corporation pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|              
|99.2           |  | Certificate of the Chief Financial Officer of IVAX Corporation pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.