As filed with the Securities and Exchange Commission on
October  , 1994
________________________________________________________________

                    SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549

                                 FORM 8-A

             For Registration of Certain Classes of Securities
                  Pursuant to Section 12(b) or (g) of The
                      Securities Exchange Act of 1934

                            __________________

                             ICN MERGER CORP.
          (Exact Name of Registrant as specified in its charter)

          Delaware                           33-0628076
     (State of Incorporation                 (I.R.S. Employer
      of organization)                       Identification No.)

                            __________________


Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class                Name of each exchange on which
to be so registered                each class is to be registered

___ % Convertible Subordinated          New York Stock Exchange
     Debentures Due 2004



Securities to be registered pursuant to Section 12(g) of the Act:

                             (Title of Class)

                                   None


_________________________________________________________________





Item 1.   Description of Registrant's Securities to be Registered

The Registrant has filed with the Commission a description of the 
____% Convertible Subordinated Debentures (the "Debentures") as
part of the Registration Statement on Form S-1 filed with the
Commission on October 11, 1994, Registration No. 33-83952, and
the description of the Subordinted Convertible Debentures contained
therein is hereby incorporated by reference.

Item 2.

Number    Description

1.1       Registration Statement on Form S-4, No. 33-84534, as
          filed with the Securities and Exchange Commission on
          September 28, 1994.


1.2       Registration Statement on Form S-1, No. 33-83952, as
          filed with the Securities and Exchange Commission on
          October 11, 1994.

4.1       Form of Amended Certificate of Incorporation of the
          Registrant.

4.2       Form of bylaws of the Registrant.

4.3       Form of Indenture dated as of      , between ICN Merger
          Corp. and            , as Trustee (including form of
          Subordinated Convertible Debenture).

5.1       Specimen copy of ____% Subordinated Convertible
          Debentures due 2004.

6.1       Joint Proxy Statement and Annual Report of ICN
          Pharmaceuticals, Inc., SPI Pharmaceuticals, Inc.,
          Viratek, Inc. and ICN Biomedicals, Inc.






                                 SIGNATURE

Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                ICN MERGER CORP.


                                 /s/ Bill MacDonald
                             By:___________________________ 
                                     Bill MacDonald
Date:  October   , 1994              Vice President