SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* SCHADE CHRISTIAN S (Last) (First) (Middle) MEDAREX, INC. 707 STATE ROAD (Street) PRINCETON NJ 08540 (City) (State) (Zip)	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 & CFO
	3. Date of Earliest Transaction (Month/Day/Year) 02/24/2006
	4. If Amendment, Date of 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

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
Common Stock, $.01 par value per share	11/30/2005		G		975	D	$0	12,525	D

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 Securities Underlying Derivative Security (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: 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 Options (Right to Buy)	$12.9	09/19/2001		A		100,000		09/19/2002(1)	09/18/2011	Common Stock	100,000(3)	$0	100,000	D
Stock Options (Right to Buy)	$6.37	07/11/2002		A		250,000		07/11/2003(2)	07/10/2012	Common Stock	250,000(3)	$0	250,000	D
Stock Options (Right to Buy)	$6.33	09/08/2003		A		150,000		03/08/2004	10/12/2010	Common Stock	150,000(3)	$0	150,000	D
Stock Options (Right to Buy)	$6.33	09/08/2003		A		15,000		03/08/2004	01/08/2011	Common Stock	15,000(3)	$0	15,000	D
Stock Options (Right to Buy)	$7.155	10/14/2003		A		200,000		10/14/2004(4)	10/13/2013	Common Stock	200,000(3)	$0	200,000	D
Phantom Stock Units(5)	$0(5)	03/02/2004		A		11,262(5)		03/02/2004(5)	03/02/2007(5)	Common Stock	11,262(5)	$0	11,262(5)	D
Stock Options (Right to Buy)	$5.61	07/26/2004		A		185,000		07/26/2005(6)	07/25/2014	Common Stock	185,000	$0	185,000	D
Phantom Stock Units(7)	$0(7)	02/08/2005		A		21,053(7)		02/08/2005(7)	02/08/2008(7)	Common Stock	21,053(7)	$0	21,053(7)	D
Stock Options (Right to Buy)	$9.9	09/06/2005		A		250,000		09/06/2006(8)	09/05/2015	Common Stock	250,000	$0	250,000	D
Phantom Stock Units(9)	$0(9)	02/24/2006		A		9,181(9)		02/24/2006(9)	02/24/2009(9)	Common Stock	9,181(9)	$0	9,181(9)	D

Explanation of Responses:

1. Options representing 25,000 shares became exercisable on September 19, 2002. The remaining options become exercisable in 36 equal monthly installments beginning on October 19, 2002.

2. Options representing 50,000 shares became exercisable on July 11, 2003. The remaining options become exercisable in 36 equal monthly installments beginning on August 11, 2003.

3. All share amounts reflect the Company's 2 for 1 stock split effected October 27, 2000.

4. Options representing 50,000 shares became exercisable on October 14, 2004. The remaining options become exercisable in 36 equal monthly installments beginning on November 14, 2004.

5. Represents phantom stock units convertible into shares of the Company's common stock on a 1-for-1 basis. The phantom stock units are settled 100% in shares of the Company's common stock on March 2, 2007. Phantom stock units representing 7,039 vest immediately. The remaining phantom stock units vest in three equal annual installments beginning on March 2, 2005.

6. Options representing 46,250 shares became exercisable on July 26, 2005. The remaining options become exercisable in 36 equal monthly installments beginning on August 26, 2005.

7. Represents phantom stock units convertible into shares of the Company's common stock on a 1-for-1 basis. The phantom stock units are to be settled 100% in shares of the Company's common stock on February 8, 2008. Phantom stock units representing 13,158 shares vest immediately. The remaining phantom stock units vest in three equal annual installments beginning on February 8, 2006.

8. Options representing 62,500 shares become exercisable on September 6, 2006. The remaining options become exercisable in 36 equal monthly installments beginning on October 6, 2006.

9. Represents phantom stock units convertible into shares of the Company's common stock on a 1-for-1 basis. The phantom stock units are to be settled 100% in shares of the Company's common stock on February 24, 2009. Phantom stock units representing 5,738 shares vest immediately. The remaining phantom stock units vest in three equal annual installments beginning on February 24, 2007.

	CHRISTIAN S. SCHADE	02/28/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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