8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

        Date of Report (Date of Earliest Event Reported): MARCH 18, 2002

                          MEDICHEM LIFE SCIENCES, INC.
             (Exact Name of Registrant as Specified in its Charter)






                                                                  
             DELAWARE                              000-31781                        36-3518660
  (State or Other Jurisdiction of           (Commission File Number)    (IRS Employer Identification No.)
          Incorporation)


                                 2501 DAVEY ROAD
                            WOODRIDGE, ILLINOIS 60517
               (Address of Principal Executive Offices) (Zip Code)

       Registrant's Telephone Number, Including Area Code: (630) 783-4600

Item 1.           Change in Control of Registrant

         On March 18, 2002, deCODE genetics, Inc. ("deCODE") consummated its
previously announced merger with MediChem Life Sciences, Inc. ("MediChem")
pursuant to the Agreement and Plan of Merger, dated as of January 7, 2002, by
and among deCODE, Saga Acquisition Corp., a wholly-owned subsidiary of deCODE
("Merger Sub"), and MediChem (the "Merger Agreement"). The merger resulted in a
change in control of MediChem.

         Pursuant to the Merger Agreement, Merger Sub was merged with and into
MediChem with MediChem becoming a wholly-owned subsidiary of deCODE. As a result
of the merger, each issued and outstanding share of common stock, par value
$0.01 per share, of MediChem ("MediChem Common Stock") ceased to be outstanding
and was automatically converted into the right to receive 0.3099 (the "Exchange
Ratio") validly issued, fully paid and nonassessable shares of common stock, par
value $0.001 per share, of deCODE ("deCODE Common Stock"); provided that no
fractional shares of deCODE Common Stock will be issued and holders of MediChem
Common Stock otherwise entitled to fractional shares shall receive cash in an
amount equal to the holder's pro-rata share of the cash proceeds of the sale of
such shares. In addition, each option to purchase MediChem Common Stock
outstanding immediately before the completion of the merger was automatically
converted into a fully vested option to purchase shares of deCODE Common Stock
on the same terms and conditions, provided that the number of shares of deCODE
Common Stock for which an option was exercisable and the exercise price were
adjusted to reflect the Exchange Ratio.

         A copy of the joint press release of deCODE and MediChem, dated March
18, 2002, announcing the completion of the merger, is attached hereto as Exhibit
99.1 and by this reference is made a part hereof.

Item 7.           Financial Statements, Pro Forma Financial Information and
                  Exhibits.

(a)      Exhibits



        Exhibit No.         Description
        -----------         -----------
                         
        99.1                Press Release, dated March 18, 2002.


                                    SIGNATURE

         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 hereunto duly authorized.

         Dated as of March 18, 2002




                                             By:  /s/ Michael T. Flavin, Ph.D.
                                                  ----------------------------
                                                  Michael T. Flavin, Ph.D.
                                                  Chief Executive Officer

                                  EXHIBIT INDEX





        Exhibit No.         Description
        -----------         -----------
                         
        99.1                Press Release, dated March 18, 2002.

EX-99.1

                                                                    Exhibit 99.1

Contacts:
DECODE GENETICS                             MEDICHEM LIFE SCIENCES
Edward Farmer                               Ted Carithers
+354 570 2819                               +1 630 783 4911
info@decode.is                              internet@medichem.com

NOONAN RUSSO COMMUNICATIONS
Ernie Knewitz
+1 212 696 4455 ext. 204

deCODE Announces Completion of MediChem Acquisition

Reykjavik, ICELAND, March 18, 2002 -- deCODE genetics, Inc. (Nasdaq/Nasdaq
Europe:DCGN) today announced the completion of its acquisition of MediChem Life
Sciences, Inc. (Nasdaq:MCLS). In a shareholder vote completed Thursday, MediChem
shareholders voted overwhelmingly in favor of the merger of the two companies
under which deCODE is acquiring MediChem in a stock-for-stock exchange. All
other closing conditions have been met.

Under the terms of the merger agreement between the two companies announced in
January, MediChem shareholders will receive 0.3099 shares of newly issued deCODE
common stock in exchange for each share of MediChem common stock held. As a
result of the completion of the merger, deCODE expects to issue approximately
8.3 million new shares of common stock, and will then have outstanding
approximately 53.6 million shares of common stock.

"With the addition of MediChem's proven expertise in medicinal chemistry and
proteomics, deCODE is becoming a fully-integrated biopharmaceutical company with
the capacity to take our population-validated targets into proprietary drug
discovery and development," commented Dr. Kari Stefansson, CEO of deCODE. "We
are very much looking forward to working with the talented team at MediChem and
are already advancing rapidly in the integration process. Together, we aim to
create a growing pipeline of therapeutics to treat common diseases."

In this transaction, Robertson Stephens, Inc. and UBS Warburg LLC acted as
financial advisors to deCODE and MediChem, respectively. MediChem also wishes to
acknowledge the efforts of William Blair & Company, who assisted in the
execution of their overall financial strategy.

ABOUT DECODE
deCODE genetics, based in Reykjavik, Iceland, is using population genomics to
create a new paradigm for healthcare. With its uniquely comprehensive population
data deCODE is turning research on the genetic causes of common diseases into a
growing range of products and services -- in gene discovery, pharmaceuticals,
DNA-based diagnostics, pharmacogenomics, in silico discovery tools,
bioinformatics and medical decision support systems. deCODE is delivering on the
promise of the new genetics.SM Visit us on the web at www.decode.com.

Any statements contained in this press release that relate to future plans,
events or performance are forward-looking statements that involve risks and
uncertainties including, but not limited to, those relating to technology and
product development, market acceptance, government regulation and regulatory
approval processes, intellectual property rights and litigation, dependence on
strategic partners, ability to obtain financing, competitive products and other
risks identified in deCODE's filings with the Securities and Exchange
Commission. Actual results, events or performance may differ materially. deCODE
undertakes no obligation to publicly release any revisions to these
forward-looking statements resulting from events or circumstances after the date
hereof.