Filing Pursuant to Rule 424(b)(7)
Registration Statement No. 333-126171

Prospectus Supplement No. 2 to Prospectus dated August 12, 2005

IVAX

$350,000,000 1.5% Convertible Senior Notes due 2025
and
15,400,315 shares of Common Stock Issuable Upon Conversion of
the Notes

     This prospectus supplement adds to or supersedes similar information contained in that certain prospectus of IVAX Corporation, dated August 12, 2005, as amended and supplemented from time to time. The prospectus covers up to $350,000,000 principal amount of our 1.5% convertible senior notes due 2025 and 15,400,315 shares of our common stock issuable upon conversion of the notes together with their related common stock purchase rights which may be offered and sold from time to time by the selling security holders named in the prospectus and any prospectus supplements. This prospectus supplement is not complete without, and may not be delivered or utilized except in connection with the prospectus, including any amendments or supplements thereto.

     The table of selling security holders contained in the prospectus under the caption “Selling Security Holders” is modified by adding the following persons as selling security holders and/or amending the security holdings of certain selling security holders previously named:

	Principal Amount of					Number of Shares of
	Notes Beneficially					Common Stock			Percentage of
	Owned and Offered		Percentage of Notes			Beneficially Owned			Common Stock
Name of Selling Security holder	Hereby		Outstanding			and Offered Hereby			Outstanding
Allstate Insurance Company (3)	$	2,500,000		*			*	*		*
BMO Nesbitt Burns Inc. (5)		2,500,000		*			*	*		*
BP Amoco PLC Master Trust		966,000		*			*	*		*
CNH CA Master Account, L.P. (6)		25,000,000		7.14	%		*	*		*
CQS Convertible and Quantitative Strategies Master Fund Limited (7)		10,000,000		2.86	%		*	*		*
Credit Suisse First Boston LLC (2)		1,000,000		*			*	*		*
Fore Convertible Master Fund, Ltd. (8)		11,107,000		3.17	%		*	*		*
Fore Erisa Fund, Ltd. (8)		1,530,000		*			*	*		*
Goldman Sachs & Co. (2)		1,450,000		*			*	*		*
Guggenheim Portfolio Company VIII (Cayman), Ltd. (3)(9)		1,141,000		*			*	*		*
HBMC LLC		7,000,000		2.00	%		*	*		*
Hotel Union & Hotel Industry of Hawaii Pension Plan (10)		150,000		*			*	*		*
Lehman Brothers, Inc. (2)		10,500,000		3.00	%		*	*		*

	Principal Amount of					Number of Shares of
	Notes Beneficially					Common Stock			Percentage of
	Owned and Offered		Percentage of Notes			Beneficially Owned			Common Stock
Name of Selling Security holder	Hereby		Outstanding			and Offered Hereby			Outstanding
Man Mac 1 Ltd. (11)		4,222,000		1.21	%		*	*		*
Merrill Lynch Pierce Fenner & Smith Inc.(2)		33,350,000		9.53	%		*	*		*
SG Americas Securities LLC (2)		150,000		*			*	*		*
Sphinx Convertible Arb Fund SPC c/o SSI Investment Management (10)		952,000		*			*	*		*
The City of Southfield Fire & Police Retirement System (10)		37,000		*			*	*		*
The Estate of James Campbell CH (10)		93,000		*			*	*		*
The Estate of James Campbell EST 2 (10)		753,000		*			*	*		*
The Northwestern Mutual Life Insurance Company (3)		5,000,000		1.43	%		*	*		*
Tribeca Global Convertible Investments Ltd.(12)		5,000,000		1.43	%		*	*		*
Viacom Inc. Pension Plan Master Trust		49,000		*			*	*		*

*	Less than 1%.
**	Assumes conversion of all of the holder’s notes into shares of our common stock based upon the 10-day weighted average price as of November 30, 2005. The terms of the notes provide that we will not issue any shares of common stock upon conversion of the notes unless the 10-day weighted average price exceeds $22.73 per share. Under the terms of the notes, the actual number of shares of common stock that we will issue will be based upon the 10-day weighted average price during the period after the notes are tendered for conversion. Because the actual number of shares of our common stock issuable upon conversion of the notes cannot be known until after the notes are tendered for conversion, it is not possible for us to determine at this time the number of shares of our common stock that we may issue upon such conversion. The conversion rate is subject to adjustment as described under “Description of the Notes – Conversion Rights.” As a result of such adjustment the number of shares of common stock issuable may increase or decrease in the future by an indeterminate number.
(1)	Calculated using 273,723,864 shares of common stock outstanding as of October 31, 2005. In calculating the percentage of common stock outstanding for each selling security holder, we treated as outstanding the number of shares of common stock issuable upon conversion of all of the particular selling security holder’s notes.
(2)	The selling security holder is a broker-dealer. To the extent a selling security holder is a broker-dealer, it is deemed to be, under the interpretations of the SEC, an “underwriter” within the meaning of the Securities Act.
(3)	The selling security holder is an “affiliate” of a broker-dealer. The selling security holder has represented to us that it purchased the securities offered hereby in the ordinary course of business, and at the time of the purchase of the securities being offered, had no agreement or understanding, directly or indirectly, with any person to distribute the securities.

(4)	The unidentified selling security holders are either direct purchasers of the notes in a Rule 144A private placement of the notes completed by us in May 2005 or their transferees, pledgees, donees or successors. Information about these selling security holders will be set forth in one or more amendments to this registration statement or prospectus supplements, as applicable. Assumes that any other holders of notes, or any future transferees, pledgees, donees or successors of or from any such other holders of notes, do not beneficially own any common stock other than the common stock issuable upon conversion of the notes at the conversion rate.
(5)	Jamie Wise is the natural person who has voting and investment control over the securities offered hereby.
(6)	CNH Partners, LLC is the Investment Advisor of the selling security holder and has sole voting and dispositive power over the securities offered hereby. Investment principals for the Investment Advisor are Robert Krail, Mark Mitchell and Todd Pidvino.
(7)	Michael Hintze is the natural person who has voting and investment control over the securities offered hereby.
(8)	David Egglishaw is the natural person who has voting and investment control over the securities offered.
(9)	Matthew Li is the natural person who has voting and investment control over the securities offered.
(10)	John Gottfurcht, George Douglas and Amy Jo Gottfurcht are the natural persons who have voting and investment control over the securities offered hereby.
(11)	Man-Diversified Fund II Ltd. has been identified as the controlling entity of the selling security holder. The manager shares of Man-Diversified Fund II Ltd. are owned 75% by Albany Management Company Limited and 25% by Man Holdings Limited. The registered shareholder of Albany Management Company Limited is Argonaut Limited, a Bermuda company which is controlled by Michael Collins, a resident of Bermuda. Man Holdings Limited is a subsidiary of Man Group plc, which is a public company listed on the London Stock Exchange.
(12)	Sofia Katzap is the natural person who has voting and investment control over the securities offered hereby.

     We prepared this table based on the information supplied to us by the selling security holders named in the table.

     The selling security holders listed in the above table may have sold or transferred, in transactions exempt from the registration requirements of the Securities Act, some or all of their notes since the date on which the information in the above table was provided to us.

Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any
representation to the contrary is a criminal offense.

The date of this prospectus supplement is December 2, 2005.