FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997

                         Commission File Number 1-09623

                                IVAX CORPORATION

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

                  4400 BISCAYNE BOULEVARD, MIAMI, FLORIDA    33137
               -----------------------------------------------------
               (Address of principal executive offices)   (Zip Code)

                                 (305) 575-6000
              ----------------------------------------------------
              (Registrant's telephone number, including area code)

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

                             YES  X      NO____

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

       121,516,423 SHARES OF COMMON STOCK, $.10 PAR VALUE, OUTSTANDING AS
                              OF OCTOBER 31, 1997.


<PAGE>


                                IVAX CORPORATION

                                      INDEX

PART I - FINANCIAL INFORMATION                                         PAGE NO.
                                                                       --------

     Item 1 - Financial Statements

              Condensed Consolidated Balance Sheets as of 
              September 30, 1997 and December 31, 1996                        2

              Condensed Consolidated Statements of Operations
              for the three months and nine months ended 
              September 30, 1997 and 1996                                     3

              Condensed Consolidated Statements of Cash Flows for the nine
              months ended September 30, 1997 and 1996                        4

              Notes to Condensed Consolidated Financial Statements            5

     Item 2 - Management's Discussion and Analysis of Financial
              Condition and Results of Operations                            11

PART II - OTHER INFORMATION

     Item 1 - Legal Proceedings                                              19

     Item 4 - Submission of Matters to a Vote of Security Holders            19

     Item 6 - Exhibits and Reports on Form 8-K                               19








<PAGE>

<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

                        IVAX CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)
                                 (In thousands)

                                                                    SEPTEMBER 30,   DECEMBER 31,
                                                                        1997            1996
                                                                    -------------   ------------
<S>                                                                 <C>             <C>         
                                 ASSETS
Current assets:
    Cash and cash equivalents                                       $     117,141   $     80,806
    Accounts receivable, net                                              125,042        198,009
    Inventories                                                           156,250        204,194
    Other current assets                                                  107,280        101,117
    Net assets of discontinued operations                                  45,788        398,329
                                                                    -------------   ------------
        Total current assets                                              551,501        982,455

Property, plant and equipment, net                                        199,275        223,312
Cost in excess of net assets of acquired companies, net                    16,695         25,998
Patents, trademarks, licenses and other intangibles, net                   24,100         28,728
Other                                                                      50,199         73,155
                                                                    -------------   ------------
        Total assets                                                $     841,770   $  1,333,648
                                                                    =============   ============

                  LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
    Loans payable                                                   $       4,403   $      5,027
    Current portion of long-term debt                                       1,578          5,595
    Accounts payable                                                       48,130         58,075
    Accrued income taxes payable                                            6,031         13,437
    Accrued expenses and other current liabilities                        118,509         86,065
                                                                    -------------   ------------
        Total current liabilities                                         178,651        168,199

Long-term debt, net of current portion                                    104,467        442,819

Other long-term liabilities                                                15,934         12,934

Minority interest                                                          15,523         14,568

Shareholders' equity:
    Common stock, $.10 par value, authorized 250,000 shares,
        issued and outstanding 121,512 shares (121,476 in 1996)            12,151         12,148
    Capital in excess of par value                                        515,216        515,070
    Retained earnings                                                      15,373        160,960
    Cumulative translation adjustment and other                           (15,545)         6,950
                                                                    -------------   ------------
        Total shareholders' equity                                        527,195        695,128
                                                                    -------------   ------------
        Total liabilities and shareholders' equity                  $     841,770   $  1,333,648
                                                                    =============   ============
</TABLE>

  THE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ARE AN
                     INTEGRAL PART OF THESE BALANCE SHEETS.

                                       2

<PAGE>

<TABLE>
<CAPTION>

                        IVAX CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                             THREE MONTHS                     NINE MONTHS
PERIOD ENDED SEPTEMBER 30,                              1997             1996            1997           1996
                                                     -----------     -----------      -----------    ----------
<S>                                                  <C>             <C>              <C>            <C>       
(In thousands, except per share data)

NET REVENUES                                         $   126,357     $   101,641      $   467,064      $  469,078

COST OF SALES                                            113,596         117,672          343,582         347,434
                                                     -----------     -----------      -----------    ------------
    Gross Profit                                          12,761         (16,031)         123,482         121,644
                                                     -----------     -----------      -----------    ------------
OPERATING EXPENSES:
    Selling                                               31,156          31,846           94,090          87,469
    General and administrative                            29,380          36,517           85,682          80,976
    Research and development                              12,939          14,133           38,852          38,611
    Amortization of intangible assets                        948           1,383            2,899           3,580
    Restructuring costs and asset write-downs              4,359          69,873           24,859          69,873
    Merger expenses                                            -               -            2,343             184
                                                     -----------     -----------      -----------    ------------
    Total operating expenses                              78,782         153,752          248,725         280,693
                                                     -----------     -----------      -----------    ------------
    Loss from operations                                 (66,021)       (169,783)        (125,243)       (159,049)

OTHER INCOME (EXPENSE):
    Interest income                                        1,573             199            3,447             618
    Interest expense                                      (1,336)         (4,628)         (12,256)        (10,362)
    Other income (expense), net                           44,295            (275)          50,881           3,527
                                                     -----------     -----------      -----------    ------------
                                                          44,532          (4,704)          42,072          (6,217)
                                                     -----------     -----------      -----------    ------------
Loss from continuing operations before
    income taxes and minority interest                   (21,489)       (174,487)         (83,171)       (165,266)

PROVISION (BENEFIT) FOR INCOME TAXES                      56,560         (37,504)          55,913         (43,368)
                                                     -----------     -----------      -----------    ------------

    Loss from continuing operations
         before minority interest                        (78,049)       (136,983)        (139,084)       (121,898)

MINORITY INTEREST                                           (705)           (745)          (3,586)         (4,647)
                                                     -----------     -----------      -----------    ------------
    Loss from continuing operations                      (78,754)       (137,728)        (142,670)       (126,545)

    Loss from discontinued operations                    (11,380)        (40,941)            (780)        (30,159)
                                                     -----------     -----------      -----------    ------------
    Loss before extraordinary items                      (90,134)       (178,669)        (143,450)       (156,704)

    Extraordinary items - losses on
       extinguishment of debt, net of taxes                    -               -           (2,137)         (2,073)
                                                     -----------     -----------      -----------    ------------
NET LOSS                                             $   (90,134)    $  (178,669)     $  (145,587)   $   (158,777)
                                                     ===========     ===========      ===========    ============

LOSS PER COMMON SHARE:

    Continuing operations                            $      (.65)    $     (1.13)     $     (1.17)   $      (1.05)
    Discontinued operations                                 (.09)           (.34)            (.01)           (.24)
    Extraordinary items                                        -               -             (.02)           (.02)
                                                     -----------     -----------      -----------    ------------
       Net loss                                      $      (.74)    $     (1.47)     $     (1.20)   $      (1.31)
                                                     ===========     ===========      ===========    ============

WEIGHTED AVERAGE NUMBER OF
    COMMON SHARES OUTSTANDING:                           121,491         121,467          121,489         120,774
                                                     ===========     ===========      ===========    ============
</TABLE>

  THE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ARE AN
                       INTEGRAL PART OF THESE STATEMENTS.

                                       3

<PAGE>

<TABLE>
<CAPTION>

                        IVAX CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

NINE MONTHS ENDED SEPTEMBER 30,                                                     1997              1996
                                                                                -------------    -------------
<S>                                                                             <C>              <C>           
(In thousands)
Cash flows from operating activities:
   Net loss                                                                     $    (145,587)   $    (158,777)
    Adjustments to reconcile net loss to net cash provided by
     (used for) operating activities:
       Non cash charges relating to restructuring costs and asset write-downs          24,859           69,873
       Depreciation and amortization                                                   25,677           22,179
       Provision (benefit) for deferred taxes                                          48,823          (33,431)
       Provision for allowances for doubtful accounts                                   4,917           21,703
       Gain on the sale of product rights                                             (43,224)               -
       Gains on sale of long-term assets                                                 (243)            (587)
       Losses on extinguishment of debt                                                 2,137            1,640
       Minority interest                                                                3,586            4,647
       Loss from discontinued operations                                                  780           30,159
       Changes in assets and liabilities:
          Decrease in accounts receivable                                              60,045           71,742
          Decrease (increase) in inventories                                           40,204          (53,925)
          Decrease (increase) in other current assets                                  42,426          (28,420)
          Increase in other assets                                                       (831)          (8,281)
          (Decrease) increase in accounts payable, accrued expenses
              and other current liabilities                                           (15,735)             895
          Increase (decrease) in other long-term liabilities                            1,094           (2,302)
       Other, net                                                                        (818)            (428)
       Net cash provided by discontinued operations                                    16,513            2,735
                                                                                -------------    -------------
           Net cash provided by (used for) operating activities                        64,623          (60,578)
                                                                                -------------    -------------
Cash flows from investing activities:
    Proceeds from divestitures                                                        361,105                -
    Capital expenditures, net of proceeds from sales                                  (22,162)         (37,952)
    Acquisitions of patents, trademarks, licenses
       and other intangibles, net of sales proceeds                                    (1,572)          (1,156)
    Acquisitions of businesses and other, net of cash acquired                        (10,500)         (12,006)
    Net cash used for discontinued operations                                         (13,846)         (25,030)
                                                                                -------------    -------------
           Net cash provided by (used for) investing activities                       313,025          (76,144)
                                                                                -------------    -------------
Cash flows from financing activities:
    Borrowings on long-term debt and loans payable                                     47,203          568,198
    Payments on long-term debt and loans payable                                     (387,874)        (368,702)
    Issuance of common stock                                                              149           31,779
    Cash dividends paid                                                                     -           (6,057)
    Net cash used for discontinued operations                                             (92)         (87,408)
                                                                                -------------    -------------
           Net cash (used for) provided by financing activities                      (340,614)         137,810
                                                                                -------------    -------------
Effect of exchange rate changes on cash                                                  (699)            (720)
                                                                                -------------    -------------
Net increase in cash and cash equivalents                                              36,335              368

Cash and cash equivalents at the beginning of the year                                 80,806           14,720
                                                                                -------------    -------------
Cash and cash equivalents at the end of the period                              $     117,141    $      15,088
                                                                                =============    =============
Supplemental disclosures:
    Interest paid                                                               $      14,148    $      18,186
                                                                                =============    =============
    Income tax (refunds) payments                                               $     (46,935)   $      12,123
                                                                                =============    =============

</TABLE>

  THE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ARE AN
                       INTEGRAL PART OF THESE STATEMENTS.

                                       4

<PAGE>


                        IVAX CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
                      (In thousands, except per share data)

(1) GENERAL:

         In management's opinion, the accompanying unaudited condensed
consolidated financial statements of IVAX Corporation and subsidiaries ("IVAX")
contain all adjustments (consisting of only normal recurring adjustments)
necessary to present fairly the financial position of IVAX as of September 30,
1997, and the results of its operations for the three and nine months ended
September 30, 1997 and 1996. The results of operations and cash flows for the
nine months ended September 30, 1997 are not necessarily indicative of the
results of operations or cash flows which may be reported for the remainder of
1997.

         The accompanying unaudited interim condensed consolidated financial
statements have been prepared pursuant to the rules and regulations of the
Securities and Exchange Commission for reporting on Form 10-Q. Pursuant to such
rules and regulations, certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. The condensed consolidated
financial statements should be read in conjunction with the Consolidated
Financial Statements and the Notes to Consolidated Financial Statements included
in IVAX's Annual Report on Form 10-K for the year ended December 31, 1996.

         The accounting policies followed for interim financial reporting are
the same as those disclosed in Note 2 of the Notes to Consolidated Financial
Statements included in IVAX's Annual Report on Form 10-K for the year ended
December 31, 1996.

         Certain amounts presented in the condensed consolidated financial
statements for prior periods have been reclassified to conform to the current
period's presentation and as required with respect to discontinued operations.

(2) EARNINGS (LOSS) PER SHARE:

         Earnings (loss) per share is computed by dividing net earnings (loss)
by the weighted-average number of common and dilutive common equivalent shares
outstanding for each period. Common stock equivalents include the dilutive
effect of all outstanding stock options and warrants using the treasury stock
method.

         Statement of Financial Accounting Standards ("SFAS") No. 128, EARNINGS
PER SHARE, requires the disclosure of "basic" and "diluted" earnings per share
for periods ending after December 15, 1997. The computation under SFAS No. 128
differs from the computation of primary and fully diluted earnings per share
under Accounting Principles Board ("APB") Opinion No. 15 primarily in the manner
in which potential common stock (that is, securities such as options, warrants,
convertible securities, or contingent stock agreements) is treated. Basic
earnings per share is computed by dividing net income (loss) by the
weighted-average number of common shares outstanding for the period. In the
computation of diluted earnings per share, the weighted-average number of common
shares outstanding is adjusted for the effect of all dilutive potential common
stock.

                                       5

<PAGE>


         Basic and diluted earnings per share computed in accordance with SFAS
No. 128 for the three and nine months ended September 30, 1997 and 1996 do not
differ from the primary earnings per share reported in the accompanying
condensed consolidated statements of operations. Both diluted earnings per share
computed in accordance with SFAS No. 128 and fully diluted earnings per share
computed under APB Opinion No. 15 are not dilutive for the periods presented.

(3) RESTRUCTURING COSTS AND ASSET WRITE-DOWNS:

RESTRUCTURING COSTS

         During the third quarter of 1997, IVAX continued its ongoing efforts to
reduce costs and enhance operating efficiency by initiating further
restructuring programs at its corporate headquarters and domestic generic
pharmaceutical operations. The third quarter restructuring programs include an
approximate 30% work force reduction at IVAX's corporate headquarters and
further reductions of sales and marketing personnel at IVAX's domestic generic
pharmaceutical operations. IVAX recorded a pre-tax restructuring charge of
$4,359 in the third quarter of 1997, comprised primarily of $1,300 for severance
and other employee termination benefits associated with the work force
reductions and $2,200 for certain costs associated primarily with manufacturing
facilities held for sale in connection with 1996 restructuring programs. As of
September 30, 1997, no costs had been charged against reserves established in
the third quarter of 1997.

ASSET WRITE-DOWNS

         During the second quarter of 1997, management reevaluated the carrying
value of certain long-lived assets. The reevaluation was performed, primarily,
in conjunction with initiatives to further consolidate facilities of IVAX's
domestic generic pharmaceutical operations in an effort to improve its
efficiency. As a result of these initiatives, a $20,500 asset write-down was
recognized which primarily represents an initial estimate of the minimum level
of charges associated with expected losses on facility disposals. These asset
write-downs were recorded in accordance with SFAS No. 121, ACCOUNTING FOR THE
IMPAIRMENT OF LONG LIVED ASSETS AND FOR LONG LIVED ASSETS TO BE DISPOSED OF, and
are shown as asset write-downs in the accompanying condensed consolidated
statements of operations. Management determined the amount of the write-downs
based on various valuation techniques, including discounted cash flow analysis,
independent appraisals and third party offers.

         Management anticipates that it will continue to consolidate facilities
and restructure its operations, including its domestic generic pharmaceutical
operations, in an ongoing effort to improve efficiency and operations.
Accordingly, additional restructuring costs and asset write-downs may be
recorded in future periods as consolidation and restructuring initiatives
develop further.

(4) INCOME TAXES:

         The provision (benefit) for income taxes is based on the consolidated
United States entities' and individual foreign companies' estimated tax rates
for the applicable year. IVAX utilizes the asset and liability method, and
deferred taxes are determined based on the estimated future tax effects of
differences between the financial accounting and tax bases of assets and
liabilities using the applicable tax laws. Deferred income tax provisions and
benefits are based on the changes in the deferred tax asset or tax liability
from period to period.

                                       6

<PAGE>


         The provision (benefit) for income taxes from continuing operations
consists of the following:
<TABLE>

                                                          THREE MONTHS                        NINE MONTHS
PERIOD ENDED SEPTEMBER 30,                           1997              1996             1997              1996
                                                 -------------    --------------    -------------    ----------
<S>                                              <C>              <C>               <C>              <C>       
Current:
     United States                               $        (174)   $      (25,897)   $           -    $  (25,252)
     Foreign, including Puerto Rico
       and U.S. Virgin Islands                           1,929             1,108            7,090        15,315
Deferred                                                54,805           (12,715)          48,823       (33,431)
                                                 -------------    --------------    -------------    ----------
Provision (benefit) for income taxes             $      56,560    $      (37,504)   $      55,913    $  (43,368)
                                                 =============    ==============    =============    ==========
</TABLE>

         In the second and third quarters of 1997, IVAX established $87,435 in
valuation allowances, not including $16,137 in valuation allowances related to
discontinued operations, primarily against its domestic deferred tax assets
generated from losses incurred by its domestic operations. As a result, the
domestic deferred tax asset is fully reserved as of September 30, 1997.
Management expects that it will also recognize additional valuation allowances
related to any future deferred tax assets generated from its domestic operations
until such time as sustainable domestic taxable income is achieved.

         As of September 30, 1997, a foreign net deferred tax asset aggregating
$16,111 is included in other current assets, other assets and other long-term
liabilities in the accompanying condensed consolidated balance sheet.
Realization of the foreign net deferred tax asset is dependent upon generating
sufficient future foreign taxable income. Although realization is not assured,
management believes it is more likely than not that the foreign net deferred tax
asset will be realized.

(5) MERGERS:

         On March 20, 1997, IVAX announced that Bergen Brunswig Corporation
("Bergen") unilaterally terminated the proposed merger between IVAX and Bergen.
On March 21, 1997, Bergen filed a lawsuit against IVAX in federal court
alleging, among other things, various breaches of the merger agreement, and IVAX
filed a counterclaim for breach of the merger agreement by Bergen. On August 15,
1997, IVAX and Bergen announced that they agreed to settle the pending
litigation and stipulated to the dismissal of the lawsuit with prejudice. The
settlement did not have a material effect on the accompanying consolidated
results of operations. Included in the accompanying condensed consolidated
statement of operations for the nine months ended September 30, 1997 are $2,343
of merger expenses related to the terminated merger.

(6) DIVESTITURES:

         Effective May 30, 1997, IVAX sold McGaw, Inc. ("McGaw"), its
intravenous division, to B. Braun of America, Inc. ("B. Braun"), a subsidiary of
B. Braun Melsungen AG, for $320,000 in cash (subject to certain post-closing
adjustments), additional payments of up to $80,000 contingent upon the combined
operating results of McGaw and B. Braun's principal United States operating
subsidiary, and certain royalties based on sales of the Duplex(TM) drug delivery
system. The Duplex(TM) system, presently in development, is a multi-compartment
intravenous drug delivery system devised for drugs that have limited stability
after mixing.

         During the third quarter of 1997, IVAX completed the sale of a
significant portion of the assets of its specialty chemicals division in three
separate transactions in which IVAX received an aggregate of

                                       7

<PAGE>


$41,105 in cash, subject to certain post closing adjustments. With the exception
of its specialty lubricants business, IVAX has divested all of its specialty
chemicals division.

         The gain on sale and results of operations of both the intravenous
division and specialty chemicals division were classified as part of
discontinued operations for all periods presented (See Note 7, Discontinued
Operations).

(7) DISCONTINUED OPERATIONS:

         During the second quarter of 1997, IVAX's board of directors determined
to divest its intravenous, personal care products and specialty chemicals
divisions. As a result, IVAX classified these businesses as discontinued
operations, and, accordingly, has included their results of operations in loss
from discontinued operations in the accompanying condensed consolidated
statements of operations. Results of these operations were as follows:

<TABLE>

                                                          THREE MONTHS                        NINE MONTHS
PERIOD ENDED SEPTEMBER 30,                           1997              1996             1997              1996
                                                 -------------    --------------    -------------    -----------
<S>             <C>                              <C>              <C>               <C>              <C>        
INTRAVENOUS (THROUGH MAY 30, 1997)
   Net revenues (1)                              $           -    $       81,553    $     140,634    $   249,597

   Income from operations before taxes (2)       $           -    $        3,011    $       3,770    $     4,982
   Income tax benefit                                        -              (252)            (427)        (8,805)
                                                 -------------    --------------    -------------    -----------
     Income from operations                      $           -    $        3,263    $       4,197    $    13,787
                                                 -------------    --------------    -------------    -----------
PERSONAL CARE PRODUCTS
   Net revenues (1)                              $      15,299    $       22,915    $      54,128    $    61,974

   Income (loss) from operations before
     taxes (2)                                   $     (18,465)   $        2,653    $     (18,254)   $     6,745
   Income tax provision                                  3,097             1,202            3,283          3,054
                                                 -------------    --------------    -------------    -----------
     Income (loss) from operations               $     (21,562)   $        1,451    $     (21,537)   $     3,691
                                                 -------------    --------------    -------------    -----------
SPECIALTY CHEMICALS
   Net revenues (1)                              $       5,300    $       17,138    $      40,350    $    51,408

   Loss from operations before
     taxes (2)                                   $      (2,389)   $      (49,654)   $      (1,749)   $   (52,404)
   Income tax provision (benefit)                        1,834            (3,999)           2,235         (4,767)
                                                 -------------    --------------    -------------    -----------
     Loss from operations                        $      (4,223)   $      (45,655)   $      (3,984)   $   (47,637)
                                                 -------------    --------------    -------------    -----------
     Sub-total loss from operations              $     (25,785)   $      (40,941)   $     (21,324)   $   (30,159)
                                                 -------------    --------------    -------------    -----------
DIVESTITURES (SEE NOTE 6)
   Pre-tax gain on divestitures                  $      15,800    $            -    $      47,015    $         -
   Income tax provision                                  1,395                 -           26,471              -
                                                 -------------    --------------    -------------    -----------
     Net gain on divestitures                    $      14,405    $            -    $      20,544    $         -
                                                 -------------    --------------    -------------    -----------
Total loss from discontinued operations          $     (11,380)   $      (40,941)   $        (780)   $   (30,159)
                                                 =============    ==============    =============    ===========
</TABLE>

(1) Net revenues include intersegment sales of $102 and $528 for the three
months ended September 30, 1997 and 1996, respectively, and $1,596 and $1,409
for the nine months ended September 30, 1997 and 1996, respectively.

(2) Includes an allocation of interest expense based on the ratio of net assets
of each of the discontinued businesses to IVAX's consolidated total capital. The
above operating results include interest expense

                                       8

<PAGE>


allocations of $475 and $1,817 for the three months ended September 30, 1997 and
1996, respectively, and $5,547 and $4,242 for the nine months ended September
30, 1997 and 1996, respectively.

         The net assets of IVAX's remaining discontinued operations (excluding
intercompany assets) at September 30, 1997, as presented in the Condensed
Consolidated Balance Sheet, are as follows:

<TABLE>

                                                              PERSONAL CARE         SPECIALTY
                                                                 PRODUCTS           CHEMICALS
                                                                 DIVISION            DIVISION              TOTAL
                                                              -------------       -------------      --------------
<S>                                                           <C>                 <C>                <C>           
Current assets                                                $      24,253       $       6,320      $       30,573
Property, plant and equipment, net                                    5,519               1,059               6,578
Other assets                                                         21,200               3,749              24,949
                                                              -------------       -------------      --------------
    Total assets                                                     50,972              11,128              62,100
                                                              -------------       -------------      --------------

Current liabilities                                                  10,107               5,099              15,206
Other liabilities                                                       420                 686               1,106
                                                              -------------       -------------      --------------
    Total liabilities                                                10,527               5,785              16,312
                                                              -------------       -------------      --------------
    Net assets of discontinued operations                     $      40,445       $       5,343      $       45,788
                                                              =============       =============      ==============
</TABLE>

(8) SALE OF PRODUCT RIGHTS:

         On September 18, 1997, IVAX sold the rights to its proprietary drug
Elmiron(R) and three additional urology products in the United States and Canada
to ALZA Corporation ("ALZA"). IVAX retained the rights to these products in the
rest of the world. IVAX will receive $75 million in up-front payments and may
receive additional fees based on the achievement of specified sales levels of
Elmiron(R) during the next five years. IVAX will manufacture and package all of
these products for ALZA and will receive payments from ALZA based on sales of
the products.

         The $75 million payment due from ALZA is included in other current
assets as of September 30, 1997. Included in other income is a $43,224 pre- and
after-tax gain on the transaction. The gain is net of $15,000 in reserves
provided for a related research and development cost sharing arrangement, the
write-off of $11,774 in certain assets of the domestic proprietary
pharmaceutical operations, $3,000 in payments due to a third party associated
with an existing licensing agreement, and $2,002 in severance and other employee
termination benefits associated with work force reductions in the domestic
proprietary pharmaceutical operations.

(9) DEBT:

         During the second quarter of 1997, IVAX utilized a portion of the
proceeds from the sale of its intravenous division (See Note 6, Divestitures) to
pay the $270,147 outstanding balance of its revolving credit facility which was
scheduled to mature November 14, 1999. The facility was terminated in
conjunction with this payment, resulting in IVAX recording an extraordinary loss
of $2,137 primarily related to the write-off of deferred financing costs.

(10) CONTINGENCIES:

         With regard to the shareholder class action lawsuit filed against IVAX
in September 1994, the parties executed a definitive settlement agreement in
April 1997 which was approved by the court in August 1997. On September 11,
1997, the court's final judgment and order of dismissal with prejudice

                                       9

<PAGE>


became final and conclusive. IVAX's portion of the settlement obligation, which
is not significant, was appropriately accrued at December 31, 1996.

(11) COMPREHENSIVE INCOME:

         SFAS No. 130, REPORTING COMPREHENSIVE INCOME, is effective for fiscal
years beginning after December 15, 1997. SFAS No. 130 establishes standards for
reporting and display of comprehensive income and its components in a full set
of financial statements. The objective of SFAS No. 130 is to report a measure of
all changes in equity of an enterprise that result from transactions and other
economic events in a period other than transactions with owners. Comprehensive
income is the total of net income and all other non-owner changes in equity.
Management believes that the adoption of SFAS No. 130 will not have a material
impact on IVAX's consolidated financial statements, and IVAX has elected to
disclose comprehensive income in the consolidated statement of shareholders'
equity.

(12) SUBSEQUENT EVENT:

         On November 13, 1997, IVAX announced a further restructuring program at
its domestic generic pharmaceutical operations aimed at improving efficiency
and reducing costs. The program consists of a work force reduction of
approximately 250 employees throughout the organization, or 20% of the domestic
generic pharmaceutical work force. IVAX will recognize an approximate $2,000
pre-tax restructuring charge in the fourth quarter of 1997 for severance and
other employee benefits associated with the work force reduction. As discussed
in Note 3, Restructuring Costs and Asset Write-Downs, management anticipates
that it will continue to consolidate facilities and restructure its operations,
including its domestic generic pharmaceutical operations, in an ongoing effort
to improve efficiency and reduce costs. Accordingly, additional restructuring
costs and asset write-downs may be recorded in the fourth quarter of 1997 or
thereafter.

                                       10

<PAGE>


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         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 IVAX's Annual Report on Form
10-K for the year ended December 31, 1996 and the Condensed Consolidated
Financial Statements and the related Notes to Condensed Consolidated Financial
Statements included in Item 1 of this Quarterly Report on Form 10-Q. Except for
historical information contained herein, the matters discussed below are forward
looking statements made pursuant to the safe harbor provisions of the Securities
Litigation Reform Act of 1995. Such statements involve risks and uncertainties,
including but not limited to economic, competitive, governmental and
technological factors affecting IVAX's operations, markets, products and prices,
and other factors discussed elsewhere in this report and the documents filed by
IVAX with the Securities and Exchange Commission ("SEC").

         Results for the three and nine months ending September 30, 1996 have
been restated to reflect the classification of certain businesses as
discontinued operations. See "Results of Operations-Discontinued Operations" for
a further discussion. Additionally, the diagnostics division's results of
operations, previously reported as part of the "Other operations" segment, are
not disclosed as a separate segment because they are not significant.

                              RESULTS OF OPERATIONS

NINE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER
30, 1996

         IVAX reported a loss from continuing operations of $142.7 million for
the nine months ended September 30, 1997, compared to a loss from continuing
operations of $126.5 million for the nine months ended September 30, 1996. The
net loss for the nine months ended September 30, 1997 was $145.6 million,
compared to a net loss of $158.8 million for the same period of the prior year.
Results for both periods included a $2.1 million net extraordinary loss relating
to the extinguishment of debt.

         Loss per common share from continuing operations was $1.17 for the nine
months ended September 30, 1997, compared to a loss of $1.05 for the nine months
ended September 30, 1996. Net loss per common share was $1.20 for the nine
months ended September 30, 1997, compared to a net loss of $1.31 for the same
period of the prior year. The net extraordinary losses recorded in both periods
relating to the early extinguishment of debt resulted in a $.02 loss per common
share.

         Net revenues for the first nine months of 1997 totaled $467.1 million,
a decrease of $2.0 million, or less than 1%, compared to the same period of the
prior year. An increase of $36.6 million in net revenues of IVAX's international
operations was more than offset by a decrease of $38.6 million in net revenues
of IVAX's domestic operations.

          Domestic net revenues totaled $186.5 million for the first nine months
of 1997, compared to $225.1 million for the same period of 1996. The $38.6
million, or 17%, decrease in domestic net revenues was primarily attributable to
lower sales volumes and prices of certain generic pharmaceutical products. This
decline was partially offset by lower sales returns and allowances and net
revenues generated by certain new generic and proprietary pharmaceutical
products manufactured by IVAX and introduced into the market over the past
twelve months.

                                       11

<PAGE>


         The decline in sales returns and allowances during the nine months
ended September 30, 1997 compared to the same period of the prior year is
primarily due to unusually high provisions for these items for the first nine
months of 1996 as compared to the same period of 1997. The factors contributing
to the unusually high provisions in 1996 are discussed in "Management's
Discussion and Analysis of Financial Condition and Results of Operations"
included in IVAX's Annual Report on Form 10-K for the year ended December 31,
1996. The decline in sales returns and allowances was, however, limited by
increased provisions during the third quarter of 1997 primarily related to an
unusually high volume of sales for certain products at low contractual prices
and adjustments to reserves for customer inventory credits, rebates and expected
returns.

         During the first nine months of 1997 and 1996, IVAX's domestic generic
pharmaceutical operations provided reserves which reduced gross sales by $157.2
million and $231.9 million, respectively (which includes reserves for expected
inventory credits and returns of $48.4 million and $125.7 million,
respectively). At September 30, 1997 and December 31, 1996, these reserves
totaled $77.0 million and $98.2 million, respectively (which includes reserves
for expected inventory credits and returns of $42.4 million and $65.9 million,
respectively).

         IVAX's international operations generated net revenues of $280.6
million in the first nine months of 1997, compared to $244.0 million for the
same period of the prior year. The $36.6 million, or 15%, increase in
international net revenues was primarily due to increased volume for both
generic and branded pharmaceutical products and, to a lesser extent, the
favorable impact of foreign currency fluctuations.

          Gross profit for the first nine months of 1997 increased $1.9 million,
or 2%, from the same period of the prior year. Gross profit was $123.5 million
(26.4% of net revenues) for the first nine months of 1997, compared to $121.6
million (25.9% of net revenues) for the first nine months of 1996. The increase
in gross profit percentage is primarily due to lower sales returns and
allowances at IVAX's domestic generic pharmaceutical operations which were
partially offset by price declines and unfavorable product mix for both the
domestic generic pharmaceutical and international operations and, to a lesser
extent, increased inventory obsolescence reserves at IVAX's domestic generic
pharmaceutical operations.

          Selling expenses totaled $94.1 million (20.1% of net revenues) for the
first nine months of 1997, compared to $87.5 million (18.6% of net revenues) for
the first nine months of 1996. The increase was primarily attributable to
additional sales force and promotional costs related to Elmiron(R), IVAX's
innovative drug used to treat interstitial cystitis, approved for marketing in
the United States during September 1996, and additional sales force and
promotional costs related to IVAX's international operations. These increases
were partially offset by a decrease in selling expenses of the domestic generic
pharmaceutical operations as a result of fewer product promotions and reductions
in sales and marketing personnel.

          General and administrative expenses totaled $85.7 million (18.3% of
net revenues) for the first nine months of 1997, compared to $81.0 million
(17.3% of net revenues) for the first nine months of 1996, an increase of $4.7
million. The increase is primarily attributable to higher occupancy costs and
professional fees at IVAX's international operations. To a lesser extent,
corporate general and administrative expenses increased from the same period in
1996 primarily due to increases in health insurance, personnel and legal costs.
These increases were partially offset by lower bad debt provisions at IVAX's
domestic generic pharmaceutical operations which were unusually high in the
comparable period of the prior year as a result of the 1996 bankruptcy of a
wholesaler customer.

                                       12

<PAGE>


         Research and development expenses for the first nine months of 1997
remained relatively flat compared to the first nine months of 1996, at a total
of $38.9 million (8.3% of net revenues). The 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, and strategic marketing decisions.

         During the nine months ended September 30, 1997 and 1996, IVAX recorded
restructuring costs and asset write-downs of $24.9 million and $69.9 million,
respectively. During the third quarter of 1996, IVAX approved and initiated a
restructuring program aimed at reducing costs and enhancing operating
efficiency at its domestic generic pharmaceutical operations. The
restructuring program primarily involved facility consolidations, work force
reductions and other cost saving measures. IVAX recorded a pre-tax restructuring
charge of $14.0 million ($8.4 million after-tax) in the 1996 third quarter,
comprised of $8.7 million for the estimated loss on sale of closed manufacturing
plants, $3.0 million for other plant closures and related costs, and $2.3
million for severance and other employee termination benefits associated with
the work force reductions.

          In addition, during the third quarter of 1996, management reevaluated
the carrying value of certain long-lived assets and goodwill related to those
assets held and used in IVAX's domestic generic pharmaceutical operations. This
reevaluation was necessitated by management's determination that the expected
future results of operations and cash flows from that business would be
substantially lower than previously expected by management. As a result, IVAX
recorded a charge of $55.9 million (pre-and after-tax) to reduce the carrying
value of goodwill related to these operations. The write-down reduced
amortization expense by approximately $1.6 million annually.

         During the second quarter of 1997, management again reevaluated the
carrying value of certain long-lived assets, primarily in conjunction with
initiatives to further consolidate facilities of IVAX's domestic generic
pharmaceutical operations in a continuing effort to improve its efficiency. As a
result of these initiatives, a $20.5 million (pre- and after-tax) asset
write-down was recognized which primarily represents an initial estimate of the
minimum level of charges associated with expected losses on facility disposals.

         In addition, during the third quarter of 1997, IVAX continued its
ongoing effort to reduce costs and enhance operating efficiency by initiating
further restructuring programs at its corporate headquarters and domestic
generic pharmaceutical operations. The third quarter restructuring programs
include an approximate 30% work force reduction at IVAX's corporate headquarters
and further reductions of sales and marketing personnel at IVAX's domestic
generic pharmaceutical operations. IVAX recorded a pre-tax restructuring charge
of $4.4 million (pre- and after-tax) in the third quarter of 1997, comprised
primarily of $1.3 million for severance and other employee termination benefits
associated with the work force reductions and $2.2 million for certain costs
associated primarily with manufacturing facilities held for sale in connection
with the 1996 restructuring programs.

         On November 13, 1997, IVAX announced a further restructuring program at
its domestic generic pharmaceutical operations aimed at improving efficiency
and reducing costs. The program consists of a work force reduction of
approximately 250 employees throughout the organization, or 20% of the domestic
generic pharmaceutical work force. IVAX will recognize an approximate $2 million
pre-tax restructuring charge in the fourth quarter of 1997 for severance and
other employee benefits associated with the work force reduction. The work force
reduction is expected to generate approximately $8 million in annual cost
savings. Management anticipates that it will continue to consolidate facilities
and restructure its operations, including its domestic generic pharmaceutical
operations, in an ongoing effort to

                                       13

<PAGE>


improve efficiency and reduce costs. Accordingly, additional restructuring
costs and asset write-downs may be recorded in the fourth quarter of 1997 or
thereafter.

         Interest income increased $2.8 million in the first nine months of
1997, as compared to the first nine months of the prior year, primarily due to
higher levels of cash on hand resulting from the proceeds received from the
divestiture of certain businesses classified as discontinued operations. See
Note 6, Divestitures, to the Notes to Condensed Consolidated Financial
Statements for further discussion.

         Interest expense increased $1.9 million in the first nine months of
1997, as compared to the first nine months of the prior year, primarily due to
higher average debt levels associated with borrowings to fund capital
expenditures and operations. Interest expense is expected to decline in the near
term as compared to recent prior periods due to the repayment of IVAX's
revolving credit facility. See Note 9, Debt, to the Notes to Condensed
Consolidated Financial Statements for further discussion.

         Other income (expense), net increased $47.4 million in the first nine
months of 1997, as compared to the first nine months of the prior year,
primarily due to the $43.2 million pre-tax gain on the sale of the rights to
Elmiron(R) and three other urology products in the 1997 third quarter. See Note
8, Sale of Product Rights, to the Notes to Condensed Consolidated Financial
Statements for further discussion.

THREE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED TO THE THREE MONTHS ENDED
SEPTEMBER 30, 1996

          IVAX reported a loss from continuing operations of $78.8 million for
the three months ended September 30, 1997, compared to a loss of $137.7 million
for the same period in 1996. The net loss for the three months ended September
30, 1997 was $90.1 million, compared to a net loss of $178.7 million for the
same period in 1996.

          Loss per common share from continuing operations was $.65 for the
three months ended September 30, 1997, compared to a loss of $1.13 for the three
months ended September 30, 1996. Net loss per common share was $.74 for the
three months ended September 30, 1997, compared to a net loss of $1.47 for the
same period in the prior year.

         Net revenues for the three months ended September 30, 1997, totaled
$126.4 million, an increase of $24.7 million, or 24%, compared to the same
period of the prior year. Net revenues from IVAX's domestic and international
operations increased by $17.8 million and $6.9 million, respectively.

         Domestic net revenues totaled $37.7 million for the three months ended
September 30, 1997, compared to $19.9 million for the same period of the prior
year. The $17.8 million increase was primarily attributable to lower sales
returns and allowances. As noted in "Results of Operations - Nine months ended
September 30, 1997 compared to the nine months ended September 30, 1996," the
level of sales returns and allowances in the third quarter of 1997 was lower
than the comparable prior year period as a result of significant factors
impacting IVAX's operations in 1996.

         IVAX's international operations generated net revenues of $88.7 million
for the three months ended September 30, 1997, compared to $81.8 million for the
same period of the prior year. The $6.9 million increase in international net
revenues was primarily due to increases in volume and, to a lesser extent,
higher licensing fee revenues from IVAX's United Kingdom operations.

                                       14

<PAGE>


         Gross profit for the three months ended September 30, 1997, increased
$28.8 million, or 180%, compared to the same period in 1996. Gross profit was
$12.8 million (10.1% of net revenues) for the 1997 period, compared to a
negative margin of $16.0 million (15.8% of net revenues) for the 1996 period.
The improvement in gross profit percentage was primarily the result of an
increase in net revenues principally driven by a decrease in sales returns and
allowances at IVAX's domestic generic pharmaceutical operations, partially
offset by unfavorable product mix and, to a lesser extent, increased inventory
obsolescence reserves at IVAX's domestic generic pharmaceutical operations.

         Selling expenses totaled $31.2 million (24.7% of net revenues) for the
three months ended September 30, 1997, a decrease of $.6 million, from $31.8
million (31.3% of net revenues) for the same period of 1996. The decrease was
primarily attributable to reductions in the sales force and promotional expenses
at IVAX's domestic generic pharmaceutical operations partially offset by higher
promotional costs at IVAX's international operations.

         General and administrative expenses totaled $29.4 million (23.3% of net
revenues) for the three months ended September 30, 1997, compared to $36.5
million (35.9% of net revenues) for the same period of 1996, a decrease of $7.1
million. The decrease is primarily attributable to lower bad debt provisions at
IVAX's domestic generic pharmaceutical operations which were unusually high in
the comparable period of the prior year as a result of the 1996 bankruptcy of a
wholesaler customer.

         Research and development expenses for the three months ended September
30, 1997, decreased 8.4% compared to the same period of the prior year to a
total of $12.9 million. The decrease is primarily due to the timing of costs
incurred.

         Refer to the "Results of Operations - Nine months ended September 30,
1997 compared to the nine months ended September 30, 1996" for a discussion of
the restructuring costs and asset write-downs of $4.4 million and $69.9 million
recognized during the three months ended September 30, 1997 and 1996,
respectively.

         Interest income increased $1.4 million over the comparable period of
the prior year primarily due to higher levels of cash on hand primarily
resulting from the proceeds received from the divestiture of certain businesses
classified as discontinued operations.

         Interest expense decreased $3.3 million over the comparable period of
the prior year primarily due to lower debt levels following the repayment of
IVAX's revolving credit facility.

          Other income (expense), net increased $44.6 million over the
comparable period of the prior year primarily due to the $43.2 million pre-tax
gain on the sale of the rights to Elmiron(R) and three other urology products.

DISCONTINUED OPERATIONS

          During the second quarter of 1997, IVAX's board of directors
determined to divest its intravenous, personal care products and specialty
chemicals divisions. As a result, IVAX classified these businesses as
discontinued operations. The nine months ended September 30, 1997 and 1996
included a loss from discontinued operations of $.8 million and $30.2 million,
respectively. The three months ended September 30, 1997 and 1996 included a loss
from discontinued operations of $11.4 million and $40.9 million, respectively.

                                       15

<PAGE>


          The third quarter of 1996 includes charges of $9.8 million ($6.2
million after-tax) and $38.7 million (pre- and after-tax) to reduce the carrying
value of certain fixed assets and goodwill, respectively, related to certain
product lines of the specialty chemical operations. The second quarter of 1997
includes a net gain on the divestiture of the intravenous division of $5.0
million. The third quarter of 1997 includes a net gain on the sale of a
significant portion of the specialty chemicals operations of $15.5 million which
was more than offset by additional provisions for inventory excess and
obsolescence reserves and accounts receivable return reserves of the personal
care products division.

                              CURRENCY FLUCTUATIONS

         For the three and nine months ended September 30, 1997, approximately
74% and 65%, respectively, of IVAX's net revenues were attributable to
operations which principally generated revenues in currencies other than the
United States dollar, compared to approximately 83% and 54% for the three and
nine months ended September 30, 1996, respectively. Fluctuations in the value of
foreign currencies relative to the United States dollar impact the reported
results of operations for IVAX. 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. As a
result of exchange rate differences, net revenues decreased by approximately
$1.4 million and increased by approximately $2.7 million for the three and nine
months ended September 30, 1997, respectively, as compared to the same periods
of the prior year.

                                  INCOME TAXES

         IVAX recognized a $55.9 million tax provision for the nine months ended
September 30, 1997. The amount includes $87.4 million in valuation allowances,
not including $16.1 million in valuation allowances related to discontinued
operations, established in 1997 primarily against its domestic deferred tax
assets generated from losses incurred by its domestic operations. As a result,
the domestic deferred tax asset is fully reserved as of September 30, 1997.
Management expects that it will also recognize additional valuation allowances
related to any future deferred tax assets generated from its domestic operations
until such time as sustainable domestic taxable income is achieved.

         As of September 30, 1997, IVAX had a foreign net deferred tax asset
aggregating $16.1 million. Realization of the foreign net deferred tax asset is
dependent upon generating sufficient future foreign taxable income. Although
realization is not assured, management believes it is more likely than not that
the foreign net deferred tax asset will be realized. Management's estimates of
future taxable income are subject to revision due to, among other things,
regulatory and competitive factors affecting the pharmaceutical industry. Such
factors are further discussed in "Management's Discussion and Analysis of
Financial Condition and Results of Operations" included in IVAX's Annual Report
on Form 10-K for the year ended December 31, 1996.

                         LIQUIDITY AND CAPITAL RESOURCES

         At September 30, 1997, IVAX's working capital, excluding net assets of
discontinued operations, was $327.1 million, compared to $415.9 million at
December 31, 1996. Cash and cash equivalents totaled $80.8 million at December
31, 1996, as compared to $117.1 million at September 30, 1997 and $15.1 million
at September 30, 1996.

                                       16

<PAGE>


         Net cash of $64.6 million was provided by operating activities during
the first nine months of 1997, compared to $60.6 million in cash used for
operating activities during the first nine months of 1996. The increase in cash
provided by operating activities, as compared to the first nine months of 1996,
was primarily the result of better inventory management at IVAX's domestic
generic pharmaceutical operations. Additionally, in the 1997 second quarter IVAX
received a $52.5 million refund of federal income taxes paid in prior years.

         Net cash of $313.0 million was provided by investing activities during
the first nine months of 1997, as compared to $76.1 million in cash used for
investing activities during the same period of the prior year. The increase was
primarily attributable to the cash proceeds received for the sale of IVAX's
intravenous division in June 1997 and a significant portion of the specialty
chemicals division during the third quarter of 1997. Capital expenditures during
the first nine months of 1997 decreased $15.8 million compared to the first nine
months of 1996 due to spending constraints imposed by the revolving credit
facility during the first quarter of 1997 and further constraints imposed by
management thereafter. During the first quarter of 1997, IVAX purchased a
pharmaceutical manufacturing facility in Kirkland, Canada for $10.5 million.
During the first nine months of 1996, IVAX purchased additional shares of
Galena, a.s. for an aggregate of $12.4 million, increasing its ownership to 74%.

         Net cash of $340.6 million was used for financing activities during the
first nine months of 1997, compared to $137.8 million provided by financing
activities in the same period of the prior year, primarily reflecting the pay
off of the revolving credit facility in June 1997.

         Management has initiated an enterprise-wide program to prepare IVAX's
computer systems and applications for the year 2000. IVAX expects to incur
internal staff costs as well as consulting and other expenses related to
infrastructure and facilities enhancements necessary to prepare its systems for
the year 2000. Testing and conversion of systems applications is estimated to
cost approximately $9.0 million over the next three years. A significant portion
of these costs are not likely to be incremental costs, but instead will
represent the upgrade of existing information technology resources and new
systems replacements which are currently underway.

         During the second quarter of 1997, IVAX's board of directors determined
to divest its intravenous, personal care products and specialty chemicals
divisions. Effective May 30, 1997, IVAX sold McGaw, its intravenous division, to
B. Braun of America, Inc. ("B. Braun"), a subsidiary of B. Braun Melsungen AG,
for $320.0 million in cash (subject to certain post-closing adjustments),
additional payments of up to $80.0 million contingent upon the combined
operating results of McGaw and B. Braun's principal United States operating
subsidiary, and certain royalties based on sales of the Duplex(TM) drug delivery
system. The Duplex(TM) system, presently in development, is a multi-compartment
intravenous drug delivery system devised for drugs that have limited stability
after mixing. On June 24, 1997, IVAX utilized a portion of the McGaw sale
proceeds in the amount of $270.1 million to pay off the outstanding balance of
its revolving credit facility which was scheduled to mature November 14, 1999.
The facility was terminated in conjunction with the payment and IVAX recognized
a net extraordinary loss of $2.1 million on the early extinguishment of debt.

         During July and August 1997, IVAX completed the sale of a significant
portion of the assets of its specialty chemicals division in three separate
transactions in which IVAX received an aggregate of $41.1 million in cash,
subject to certain post closing adjustments. With the exception of its specialty
lubricants business, IVAX has divested all of its specialty chemicals division.

                                       17

<PAGE>


         IVAX's principal sources of short term liquidity are existing cash and
internally generated funds which IVAX believes will be sufficient to meet its
operating needs and anticipated capital expenditures over the short term. For
the long term, IVAX intends to utilize capital from the disposition of certain
non-strategic assets, including those currently classified as discontinued
operations, but may need to seek alternative sources of financing to fund its
operations. IVAX has terminated its revolving credit facility and no assurance
can be given that alternative financing will be available, if at all, in a
timely manner, on favorable terms. If IVAX is unable to obtain satisfactory
alternative financing, IVAX may be required to delay or reduce its proposed
expenditures, including expenditures for research and development, or sell
assets in order to meet its future obligations.

                                       18

<PAGE>


PART II - OTHER INFORMATION

ITEM 1 - LEGAL PROCEEDINGS

         With respect to the case styled HARVEY M. JASPER RETIREMENT TRUST, ET
AL. V. IVAX CORPORATION AND PHILLIP FROST ET AL., previously reported in IVAX's
Annual Report on Form 10-K for the year ended December 31, 1996, on September
11, 1997, the Final Judgment and Order Of Dismissal With Prejudice, which was
previously reported in IVAX's Quarterly Report on Form 10-Q for the quarterly
period ended June 30, 1997, became final and conclusive.

        With respect to the case styled BERGEN BRUNSWIG CORPORATION V. IVAX
CORPORATION, previously reported in IVAX's Annual Report on Form 10-K for the
year ended December 31, 1996, on August 15, 1997, IVAX and Bergen announced that
they agreed to settle the pending litigation. Pursuant to that agreement, the
parties submitted to the Court a Stipulation and Order of Dismissal stipulating
to the dismissal of the action with prejudice, which was entered by the Court on
August 18, 1997.

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         At IVAX's annual meeting of shareholders held on September 18, 1997,
IVAX's shareholders elected six directors. The number of votes cast for and
withheld for each nominee for directors were as follows:

     DIRECTOR                               FOR                WITHHELD
     --------                               ---                --------
     Mark Andrews                        93,328,979           9,477,633
     Ernst Biekert, Ph.D.                99,612,179           3,194,433
     Jack Fishman, Ph.D.                 95,744,769           7,061,843
     Phillip Frost, M.D.                 93,287,817           9,518,795
     Jane Hsiao, Ph.D.                   99,650,165           3,156,447
     Isaac Kaye                          99,638,440           3,168,172

         There were no broker non-votes with respect to the foregoing matter.

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

(a)     EXHIBITS

        3.2       Amended and Restated By-Laws
        11        Computation of Earnings (Loss) Per Share
        27        Financial Data Schedule

(b)     REPORTS ON FORM 8-K

        No reports on Form 8-K were filed by the registrant during the three
months ended September 30, 1997.

                                       19

<PAGE>


                                   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:  November 14, 1997                         By: /S/ THOMAS E. BEIER
                                                      -------------------
                                                  Thomas E. Beier
                                                  Senior Vice President-Finance
                                                  Chief Financial Officer


<PAGE>


                                  EXHIBIT INDEX

EXHIBIT

3.2     Amended and Restated By-Laws
11      Computation of Earnings (Loss) Per Share
27      Financial Data Schedule