Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
PEPIN RONALD
  2. Issuer Name and Ticker or Trading Symbol
MEDAREX INC [MEDX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP, Bus. Dev.
(Last)
(First)
(Middle)
MEDAREX, INC., 707 STATE ROAD
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2009
(Street)

PRINCETON, NJ 08540
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 14.61 09/01/2009   D     2,084   (1) 02/18/2012 Common Stock 2,084 $ 16 0 D  
Stock Option (Right to Buy) $ 7.16 09/01/2009   D     50,000   (2) 10/13/2013 Common Stock 50,000 $ 16 0 D  
Stock Option (Right to Buy) $ 5.61 09/01/2009   D     45,000   (3) 07/25/2014 Common Stock 45,000 $ 16 0 D  
Stock Option (Right to Buy) $ 9.9 09/01/2009   D     100,000   (4) 09/05/2015 Common Stock 100,000 $ 16 0 D  
Stock Option (Right to Buy) $ 14.89 09/01/2009   D     50,000   (5) 09/18/2011 Common Stock 50,000 $ 16 0 D  
Stock Option (Right to Buy) $ 14.61 09/01/2009   D     47,916   (6) 02/18/2012 Common Stock 47,916 $ 16 0 D  
Stock Option (Right to Buy) $ 8.11 09/01/2009   D     100,000   (7) 07/10/2012 Common Stock 100,000 $ 16 0 D  
Stock Option (Right to Buy) $ 6.33 09/01/2009   D     60,000   (8) 09/07/2013 Common Stock 60,000 $ 16 0 D  
Stock Option (Right to Buy) $ 14.92 09/01/2009   D     70,000   (9) 05/16/2017 Common Stock 70,000 $ 16 0 D  
Stock Option (Right to Buy) $ 9.07 09/01/2009   D     53,400   (10) 03/02/2018 Common Stock 53,400 $ 16 0 D  
Stock Option (Right to Buy) $ 3.72 09/01/2009   D     53,400   (11) 03/04/2019 Common Stock 53,400 $ 16 0 D  
Restricted Stock Units (12) 09/01/2009   D     17,800   (13)   (20) Common Stock 17,800 $ 16 0 D  
Restricted Stock Units (12) 09/01/2009   D     17,800   (14)   (17) Common Stock 17,800 $ 16 0 D  
Restricted Stock Units (12) 09/01/2009   D     10,048   (15)   (18) Common Stock 10,048 $ 16 0 D  
Restricted Stock Units (12) 09/01/2009   D     5,655   (16)   (19) Common Stock 5,655 $ 16 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
PEPIN RONALD
MEDAREX, INC.
707 STATE ROAD
PRINCETON, NJ 08540
      SVP, Bus. Dev.  

Signatures

 Beth A. Behrend, Attorney-in-Fact   09/03/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This option was canceled in the merger in exchange for a cash payment of $2,896.76, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(2) This option was canceled in the merger in exchange for a cash payment of $442,250.51, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(3) This option was canceled in the merger in exchange for a cash payment of $467,667.01, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(4) This option was canceled in the merger in exchange for a cash payment of $610,000.00, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(5) This option was canceled in the merger in exchange for a cash payment of $55,500.00, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(6) This option was canceled in the merger in exchange for a cash payment of $66,603.24, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(7) This option was canceled in the merger in exchange for a cash payment of $789,000.00, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(8) This option was canceled in the merger in exchange for a cash payment of $580,200.00, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(9) This option was canceled in the merger in exchange for a cash payment of $75,950.00, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(10) This option was canceled in the merger in exchange for a cash payment of $370,329.00, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(11) This option was canceled in the merger in exchange for a cash payment of $655,752.00, represening the difference between the exercise price of the option and the merger consideration ($16 per share) pursuant to the Merger Agreement between the issuer and Bristol-Myers Squibb.
(12) Each restricted stock unit represents a contingent right to receive one (1) share of Medarex, Inc. common stock.
(13) This restricted stock unit was canceled in the merger in exchange for a cash payment of $213,600.00, based on the merger consideration ($16 per share) pursuant to a Merger Agreement between issuer and Bristol-Myers Squibb.
(14) This restricted stock unit was canceled in the merger in exchange for a cash payment of $284,800.00, based on the merger consideration ($16 per share) pursuant to a Merger Agreement between issuer and Bristol-Myers Squibb.
(15) This restricted stock unit was canceled in the merger in exchange for a cash payment of $160,768.00, based on the merger consideration ($16 per share) pursuant to a Merger Agreement between issuer and Bristol-Myers Squibb.
(16) This restricted stock unit was canceled in the merger in exchange for a cash payment of $90,480.00, based on the merger consideration ($16 per share) pursuant to a Merger Agreement between issuer and Bristol-Myers Squibb.
(17) Receipt of the restricted stock units was deferred until March 5, 2016.
(18) Receipt of the restricted stock units was deferred until February 7, 2013.
(19) Receipt of the restricted stock units was deferred until February 7, 2010.
(20) The restricted stock units vested ratably over four years beginning on March 3, 2008.

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