8-K

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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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): July 15, 2004

                       Medicis Pharmaceutical Corporation
               (Exact Name of Registrant as Specified in Charter)


           Delaware                      0-18443                  52-1574808
(State or Other Jurisdiction of   (Commission File Number)     (IRS Employer
        Incorporation)                                       Identification No.)


8125 North Hayden Road
Scottsdale, Arizona                                                   85258-2463
(Address of Principal                                                 (Zip Code)
Executive Offices)


Registrant's telephone number, including area code:               (602) 808-8800



                                       N/A
             -------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)



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Item 5.    Other Events

         On July 15, 2004, Medicis Pharmaceutical Corporation (the "Company")
issued a press release announcing that it had entered into an exclusive license
agreement with Q-Med AB ("Q-Med") to market, distribute, sell and commercialize
in the United States and Canada Q-Med's product currently known as SubQ(TM).

         A copy of the Company's press release is attached hereto as Exhibit
99.1.

Item 7.    Financial Statements and Exhibits

(a) Financial Statements of Business Acquired.

Not Applicable.

(b) Pro Forma Financial Information.

Not Applicable.

(c) Exhibits.

99.1       Copy of press release, dated July 15, 2004, issued by Medicis
           Pharmaceutical Corporation



                                   SIGNATURES

         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.

                                      MEDICIS PHARMACEUTICAL CORPORATION
                                      (Registrant)


Date:  July 15, 2004                  /s/ Mark A. Prygocki, Sr.
                                      ------------------------------------------
                                      Name:      Mark A. Prygocki, Sr.
                                      Title:     Executive Vice President,
                                                 Chief Financial Officer,
                                                 Corporate Secretary and
                                                 Treasurer



                                  EXHIBIT INDEX


EXHIBIT
NUMBER     DESCRIPTION
- ------     -----------

99.1       Copy of press release, dated July 15, 2004, issued by Medicis
           Pharmaceutical Corporation

EX-99

[COMPANY LOGO OMITTED]

CONTACT:
Kara Stancell, Investor Relations & Corporate Communications, (602) 808-3854

                      MEDICIS LICENSES SUBQ(TM) FROM Q-MED

SCOTTSDALE,  Arizona--July 15, 2004--Medicis  (NYSE:MRX) today announced that it
has entered  into an  exclusive  license  agreement  with Q-Med AB  ("Q-Med") to
market,  distribute,  sell and  commercialize  in the  United  States and Canada
Q-Med's product currently known as SubQ(TM). Q-Med will have the exclusive right
to manufacture SubQ(TM) for Medicis.  SubQ(TM) is not approved currently for use
in the United States and Canada.

Under terms of the agreement,  Medicis Aesthetics  Holdings Inc., a wholly owned
subsidiary  of Medicis  Pharmaceutical  Corporation,  will license  SubQ(TM) for
approximately  $80  million,  due as follows:  approximately  $30  million  upon
closing  of the  transaction  to be  recorded  as a current  quarter  expense to
research and development;  approximately  $10 million upon completion of certain
clinical milestones;  approximately $20 million upon the satisfaction of certain
defined regulatory milestones; and approximately $20 million upon U.S. launch of
SubQ(TM). Medicis also will make additional milestone payments to Q-Med upon the
achievement  of  certain  commercial  milestones.  Closing is subject to Q-Med's
receipt of the initial $30 million payment.

Like  RESTYLANE(R),   PERLANE(R)  and  RESTYLANE  FINE  LINES(TM),  SubQ(TM)  is
comprised  of  the  same  NASHA(TM)  (non-animal   stabilized  hyaluronic  acid)
substance  with a larger gel particle  size and has patent  protection  until at
least 2015.

"We are pleased to  announce  another  significant  license  agreement  with our
strategic partner,  Q-Med, and an exciting addition to our aesthetic  products,"
said Jonah Shacknai,  Chairman and Chief Executive Officer of Medicis. "With the
worldwide  safety and efficacy of other NASHA(TM)  products such as RESTYLANE(R)
and the close working  relationship with Q-Med, we believe that SubQ(TM) will be
a very successful product. In countries where it is approved,  SubQ(TM) provides
the aesthetic community with NASHA(TM) in a large-sized  molecule,  which may be
injected deep into the subcutaneous  areas of the face to contour cheeks,  chins
and other areas where added volume is desired."

With its larger  NASHA(TM)  molecule,  SubQ(TM) is intended for  subcutaneous or
supraperiosteal  injections  where more  volume is  required.  Medicis  believes
non-invasive  procedures  with SubQ(TM) could replace today's fat injections and
other  implant  procedures  for  deep  facial  augmentation.   Additionally,  in
countries  other than the U.S.,  SubQ(TM) is used to  temporarily  diminish  the
effects of lipoatrophy.  In the United States, the FDA regulates this product as
a medical device.

NASHA(TM) is developed using a unique stabilization  process that results in its
long duration of effect versus  non-stabilized  hyaluronic  acid, which may last
only weeks. In contrast with most other  hyaluronic acid products,  NASHA(TM) is
not derived from animal sources. It is produced using  biotechnological  methods
of natural

                                     (more)


fermentation in a sterile laboratory environment.  This significantly diminishes
the risk of  transmitting  diseases  between  species or of  eliciting  allergic
reactions  in patients who are  sensitive to common foods such as beef,  chicken
and eggs.  NASHA(TM) has been  extensively  researched for over a decade and has
been safe and effective when used as directed.

On March 10, 2003,  Medicis acquired all outstanding shares of HA North American
Sales AB from a  subsidiary  of Q-Med,  a Swedish  biotechnology/medical  device
company.  HA North  American Sales AB holds a license for the exclusive U.S. and
Canadian  rights to market,  distribute  and  commercialize  the  dermal  filler
product lines known as  RESTYLANE(R),  PERLANE(R) and RESTYLANE FINE  LINES(TM).
RESTYLANE(R)  has been  approved  by the FDA for use in the  U.S.  RESTYLANE(R),
PERLANE(R)  and RESTYLANE  FINE  LINES(TM) have been approved for use in Canada.
Q-Med currently promotes these market-leading, patented NASHA(TM) brands in over
75 countries,  where over 1.5 million procedures have been performed.  NASHA(TM)
products are manufactured by Q-Med in Uppsala, Sweden.

RESTYLANE(R)  is  marketed  and sold in over 75  countries  outside  the  United
States.  Since 1996,  dermatologists  and plastic surgeons outside the U.S. have
used it to contour and restore volume to skin and temporarily eliminate wrinkles
and  facial  folds.  Additionally,  in  certain  countries  other than the U.S.,
RESTYLANE(R) also is approved to enhance the appearance and fullness of lips.

Medicis  Aesthetics  Inc.,  the company that  currently is marketing and selling
RESTYLANE(R) in the U.S., is a wholly owned subsidiary of Medicis Pharmaceutical
Corporation,  a leading  independent  specialty  pharmaceutical  company  in the
United  States  focusing  primarily  on  the  treatment  of  dermatological  and
podiatric conditions and aesthetics medicine. Medicis Pharmaceutical Corporation
has leading branded prescription products in a number of therapeutic categories,
including  acne,  eczema,  fungal  infections,  hyperpigmentation,   photoaging,
psoriasis,   rosacea,   seborrheic   dermatitis  and  skin  and   skin-structure
infections.   The  Company's  products  have  earned  wide  acceptance  by  both
physicians  and patients due to their clinical  effectiveness,  high quality and
cosmetic elegance.

The Company's products include the prescription brands RESTYLANE(R),  DYNACIN(R)
(minocycline   HCl),   LOPROX(R)   (ciclopirox),    LUSTRA(R)    (hydroquinone),
LUSTRA-AF(R)  (hydroquinone)  with  sunscreen,  ALUSTRA(R)  (hydroquinone)  with
retinol,     OMNICEF(R)     (cefdinir),      PLEXION(R)     Cleanser     (sodium
sulfacetamide/sulfur),  PLEXION  TS(R)  (sodium  sulfacetamide/sulfur),  PLEXION
SCT(R) (sodium  sulfacetamide/sulfur),  TRIAZ(R)  (benzoyl  peroxide),  LIDEX(R)
(fluocinonide),  and SYNALAR(R) (fluocinolone  acetonide),  the over-the-counter
brand  ESOTERICA(R),  and BUPHENYL(R)  (sodium  phenylbutyrate),  a prescription
product indicated in the treatment of Urea Cycle Disorder.  For more information
about Medicis, please visit the Company's website at www.medicis.com.

Except for historical information,  this press release includes "forward-looking
statements"  within the meaning of the  Securities  Litigation  Reform Act.  All
statements  included in this press  release that address  activities,  events or
developments that Medicis expects,  believes or anticipates will or may occur in
the future are  forward-looking  statements.  This includes earnings  estimates,
future  financial  performance and other matters.  These statements are based on
certain  assumptions  made by Medicis based on its  experience and perception of
historical trends,  current  conditions,  expected future developments and other
factors it believes are  appropriate in the  circumstances.  Such statements are
subject to a number of assumptions,  risks and uncertainties,  many of which are
beyond the control of Medicis.  Any such  projections or statements  include the
current   views  of  Medicis  with  respect  to  future   events  and  financial
performance.  No assurances can be given,  however, that these events will occur
or that such results will be achieved.  Medicis cannot  validate its assumptions
of the full  impact on its  business  of the  approval  of  competitive  generic
versions of its core brands,  including DYNACIN(R) Tablets and/or LOPROX(R),  or
any future competitive product approvals that may affect its brands. Also, there
are a number of additional  important factors that could cause actual results to
differ  materially from those  projected,  including the anticipated size of the
markets,  the availability of product supply, the receipt of required regulatory
approvals,  the ability to realize  anticipated  synergies  and  benefits of the
Q-Med  transaction,  the  risks  and  uncertainties  normally  incident  to  the
pharmaceutical industry,

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dependence on sales of key products, the uncertainty of future financial results
and fluctuations in operating results, dependence on Medicis' strategy including
the  uncertainty  of  license  payments  and/or  other  payments  due from third
parties,  the timing and success of new product  development by Medicis or third
parties, product introductions,  the risks of pending or future litigation,  and
other risks  described  from time to time in Medicis' SEC filings  including its
Annual  Report on Form 10-K for the year  ended June 30,  2003.  There can be no
assurance  as to when or if any of the  holders of the Notes will have the right
to convert or if the Notes will be  converted,  and what impact the  increase in
the  number  of  shares  outstanding  will have on its  results  of  operations.
Forward-looking  statements  represent the judgment of Medicis' management as of
the date of this  release,  and Medicis  disclaims  any intent or  obligation to
update any forward-looking statements.

NOTE:  Full  prescribing  information  for any Medicis  prescription  product is
available by contacting  the Company.  OMNICEF(R)  is a registered  trademark of
Abbott Laboratories, Inc. under a license from Fujisawa Pharmaceutical Co., Ltd.
SubQ(TM),  RESTYLANE FINE LINES(TM),  PERLANE(R) and RESTYLANE(R) are trademarks
of  HA  North  American  Sales  AB,  a  subsidiary  of  Medicis   Pharmaceutical
Corporation.  NASHA(TM)  is a trademark of Q-Med used under  license.  All other
marks (or brands) and names are the property of Medicis or its Affiliates.


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