6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

November 18, 2005

Commission File Number 001-11145

BIOVAIL CORPORATION
(Translation of Registrant's name into English)

7150 Mississauga Road, Mississauga, Ontario, CANADA, L5N 8M5
(Address of principal executive office and zip code)

Registrant's telephone number, including area code: (905) 286-3000

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ý Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).

Yes o No ý

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).

Yes o No ý

Indicate by check mark whether by furnishing the information contained in this form the registrant is also hereby furnishing the information to the Commission pursuant to Rule 12g 3-2(b) under the Securities Exchange Act of 1934.

Yes o No ý

BIOVAIL CORPORATION

This Report of Foreign Private Issuer on Form 6-K is incorporated by reference into the registration statement on Form S-8 (Registration No. 333-92229) of Biovail Corporation.

INDEX

Exhibit 99.1 Third Quarter Report 2005

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 thereunto duly authorized.

	BIOVAIL CORPORATION
Date: November 18, 2005
	By:	/s/  JOHN R. MISZUK John R. Miszuk Vice President, Controller and Assistant Secretary

i

EX-99.1

Exhibit 99.1

1    BIOVAIL 2005 THIRD QUARTER REPORT

Dear Fellow Shareholders,

        In the third quarter of 2005, Biovail Corporation again executed well against its operational and financial objectives, posting record earnings for the three months ended September 30, 2005. And in keeping with its previously stated commitment to enhance shareholder value, the Company took further steps toward refining and fortifying its business strategy.

        In early September, Biovail achieved a very important milestone in its ongoing effort to develop a portfolio of pain-management products as it received approval from the United States Food and Drug Administration (FDA) for its once-daily, extended-release formulation of tramadol hydrochloride (Tramadol ER). In the second quarter, Biovail received FDA approval for its orally disintegrating tablet formulation of tramadol (Tramadol ODT). On November 3, 2005, Biovail announced that it had entered into a commercial alliance with Ortho-McNeil, Inc., a Johnson & Johnson company, for the marketing and distribution of these two products, which will be known as Ultram® ER and Ultram® ODT (subject to regulatory approval), respectively.

        Under the agreement, which has a 10-year term, Biovail will manufacture and supply Ultram® ER to Ortho-McNeil for marketing and distribution at contractually determined prices, which will be based on Ortho-McNeil's net selling price. The supply prices range from 27.5% to 37.5% of Ortho-McNeil's net selling price, depending on the year of sale, peaking in 2007 and beyond. Biovail will manufacture and supply Ultram® ODT to Ortho-McNeil for marketing and distribution at prices approximately equal to 30% of Ortho-McNeil's net selling price.

        The development of Ultram® ER represents one of Biovail's most ambitious undertakings to date. The Company's development work on tramadol began more than eight years ago in 1997. To support its New Drug Application for extended-release tramadol, Biovail completed four pivotal studies, 12 definitive and five supportive pharmacokinetic studies, in which over 3,000 patients have participated. Today, these achievements have validated our formulation and technological expertise. We've negotiated a very attractive agreement with the ideal partner for these products. The opportunity for Biovail to associate our formulation with a great, well-established brand name like Ultram® will be particularly advantageous in accelerating awareness and market utilization for both the extended-release and orally disintegrating tablet formulations.

        Biovail anticipates that these products will be launched in January 2006.

BIOVAIL 2005 THIRD QUARTER REPORT    2

FINANCIAL PERFORMANCE

        Total revenues for the three months ended September 30, 2005, were $258.1 million, compared with $213.6 million for the third quarter of 2004, an increase of 21%. Total revenues for the nine months ended September 30, 2005 were $647.9 million, compared with $603.8 million for the first nine months of 2004, an increase of 7%.

        Third-quarter 2005 net income, in accordance with United States Generally Accepted Accounting Principles (GAAP), was $101.7 million, compared with $49.6 million for the corresponding 2004 period. For the nine months ended September 30, 2005, net income was $116.5 million, compared with $114.9 million for the same period a year earlier.

        GAAP diluted earnings per share (EPS) for the third quarter of 2005 were $0.64, versus $0.31 for the third quarter of 2004. In the first nine months of 2005, GAAP EPS were $0.73, versus EPS of $0.72 for the first nine months of 2004.

        GAAP net income and EPS figures for the third quarter of 2005 were negatively impacted by a restructuring charge related to the realignment of the Company's U.S. commercial operations group, and a writedown of assets held for disposal. These charges negatively impacted net income by $7.2 million and EPS by $0.05 in the third quarter of 2005.

PRODUCTS

        Product revenues for the third quarter of 2005 were up 21% over the comparable period in 2004, which reflects the strong performances of Wellbutrin XL®, Zovirax and Biovail's generics portfolio. This performance was partially offset by declines in Biovail Pharmaceuticals Canada (BPC) and Legacy products, as well as Teveten revenues following the May 2005 transaction with Kos Pharmaceuticals, Inc. (Kos).

        Revenues for Wellbutrin XL® were $109.3 million in the third quarter of 2005, compared with $86.4 million in the corresponding period in 2004. In the third quarter of 2005, Biovail entered into the third and highest tier of the tiered-pricing agreement with GlaxoSmithKline. In September 2005, Wellbutrin XL® captured 57.9% of the new prescriptions written for the Wellbutrin brand (including generics).

        Revenues for Biovail's Zovirax franchise were $22.8 million in the third quarter of 2005, compared with $9.7 million in the prior-year period, an increase of 134%. Revenues for Zovirax in 2004 were impacted by wholesaler buying patterns. In the third quarter of 2005, Zovirax Ointment and Zovirax Cream held a combined 69.3% share of the topical herpes market, an increase of 3.6 percentage points in market share versus third-quarter 2004 levels.

        Third-quarter 2005 revenues for BPC were $23.4 million, compared with $25.4 million for the corresponding period in 2004. The key performance driver for BPC was the Tiazac® line (including Tiazac® XC), where total prescription volume increased 15%, relative to the corresponding period in 2004. Launched in January 2005, Tiazac® XC continues to perform ahead of expectations. Total prescription volume for Wellbutrin® SR decreased 28% in the third quarter of 2005, versus the comparable 2004 period, as a result of the availability of a generic formulation.

        In the third quarter of 2005, Cardizem® LA generated revenues of $17.3 million, compared with $5.2 million for the corresponding period in 2004. Biovail now manufactures and supplies Cardizem® LA to Kos at contractually determined prices that are in excess of 30% of their net selling prices. The amortization of deferred revenues associated with the Kos transaction positively impacted Cardizem® LA revenues by $3.8 million in the third quarter of 2005.

        Also in the third quarter of 2005, Biovail's Board of Directors approved the divestiture of the Company's Nutravail Technologies division. As such, the carrying value of Nutravail's net assets was written down to their fair value of $3.0 million, resulting in a $6.1 million non-cash charge in the third quarter of 2005.

        Earlier this year, Biovail stated that the Company's Board of Directors was looking at a number of options to unlock the value of the Company's branded off-patent pharmaceutical products or legacy products. We expect to make an announcement with regard to how the Company intends to maximize the value of these assets very shortly.

3    BIOVAIL 2005 THIRD QUARTER REPORT

CORPORATE-GOVERNANCE ENHANCEMENTS

        Biovail continues to make significant progress with its ongoing corporate-governance enhancement initiative. This initiative, which continues as a work in progress, forms an integral part of the commitment to increased investor confidence first announced in June 2004 by Biovail Executive Chairman Eugene Melnyk.

        In October 2005, important third-party validation of the Company's efforts was received as Biovail was listed in the top 75 of The Globe and Mail's annual Board Games — a prestigious ranking of the corporate-governance practices of public companies in Canada. Biovail climbed 79 places in the 2005 rankings, tying for 64th position, and the Company missed inclusion in the top 50 by just three points. Biovail is very proud to be among the most improved companies in the 2005 survey, moving from a total of 63 points in 2004 to 81 points in 2005 — the fourth-biggest point gain of any company surveyed.

        Although much progress has been made, Biovail realizes that much work still needs to be done. The Company is looking to add two more independent directors to the Board. To this end, Egon Zehnder, an executive and director search firm, is working with us to recruit two more industry executives that we hope to have stand for election by our shareholders at Biovail's Annual and Special Meeting of Shareholders in 2006.

LOOKING AHEAD

        Biovail is financially strong. The Company generated cash flows from continuing operations of $122 million in the third quarter of 2005, and ended the quarter with over $320 million in cash. Further, as part of its commercial alliance for tramadol, Biovail received a $60-million supply prepayment from Ortho-McNeil, Inc.

        Thus far in 2005, we have executed to plan. We have grown our business, paid down debt and have the resources to execute our strategies.

        The fact that Biovail has received four product approvals and one tentative product approval to date in 2005 speaks volumes for the breadth and depth of its development pipeline. The achievements are also a testament to the hard work, perseverance and dedication of our 1,700 employees in Canada, the United States, Puerto Rico and Ireland.

        The importance of the agreement between Biovail and Ortho-McNeil for the commercialization of extended-release and immediate-release tramadol in the United States and Puerto Rico cannot be overemphasized. Ortho-McNeil is the best possible partner — and Ultram® is the best possible brand name — for these products. And, of course, Biovail will enjoy the significant competitive advantage that comes from being first to market.

        Our strategy for the rest of 2005 is simple — to execute against our corporate objectives. We will continue to look for opportunities to grow our business and maximize the return on our investments. And most importantly, our goal is to continually demonstrate to investors their confidence in Biovail is justified and well placed.

        On behalf of all Biovail employees, I would like to thank shareholders for their continued support.

Douglas Squires
Chief Executive Officer

BIOVAIL 2005 THIRD QUARTER REPORT    4

CONSOLIDATED BALANCE SHEETS
In accordance with U.S. generally accepted accounting principles
(All dollar amounts are expressed in thousands of U.S. dollars)
(Unaudited)

	September 30 2005			December 31 2004
ASSETS
Current
Cash and cash equivalents	$	326,727		$	34,324
Marketable Securities		931			5,016
Accounts receivable		125,716			148,762
Inventories		88,103			110,154
Assets of discontinued operation held for sale		3,865			—
Deposits and prepaid expenses		11,042			16,395
		556,384			314,651
Long-term assets of discontinued operation held for sale		375			—
Long-term investments		76,014			68,046
Property, plant and equipment, net		187,678			186,556
Goodwill		100,294			100,294
Intangible assets, net		874,670			978,073
Other assets, net		117,309			63,440
	$	1,912,724		$	1,711,060
LIABILITIES
Current
Accounts payable	$	36,852			41,120
Accrued liabilities		89,728			82,917
Liabilities of discontinued operation held for sale		1,240			—
Income taxes payable		30,431			24,594
Deferred revenue		23,367			8,141
Current portion of long-term obligations		24,691			33,465
		206,309			190,237
Deferred revenue		97,581			16,525
Deferred leasehold inducements		5,171			4,914
Long-term obligations		422,648			445,471
		731,709			657,147
SHAREHOLDERS' EQUITY
Common shares		1,458,183			1,457,065
Stock options outstanding		1,450			1,450
Deficit		(330,182	)		(446,684	)
Accumulated other comprehensive income		51,564			42,082
		1,181,015			1,053,913
	$	1,912,724		$	1,711,060

5    BIOVAIL 2005 THIRD QUARTER REPORT

CONSOLIDATED STATEMENTS OF INCOME
In accordance with U.S. generally accepted accounting principles
(All dollar amounts are expressed in thousands of U.S. dollars, except per share data)
(Unaudited)

	Three Months Ended September 30						Nine Months Ended September 30
	2005			2004			2005			2004
REVENUE
Product sales	$	244,455		$	202,243		$	609,505		$	572,604
Research and development		7,647			5,432			21,216			12,162
Royalty and other		5,956			5,943			17,201			19,040
		258,058			213,618			647,922			603,806
EXPENSES
Cost of goods sold		51,991			50,111			152,964			158,076
Research and development		19,913			16,979			62,135			49,929
Selling, general and administrative		42,402			68,273			174,263			181,538
Amortization		15,443			16,262			46,818			48,965
Restructuring costs		1,118			—			19,725			—
Write-down (gain on disposal) of assets		—			(1,471	)		26,560			(1,471	)
Acquired research and development		—			—			—			8,640
		130,867			150,154			482,465			445,677
Operating income		127,191			63,464			165,457			158,129
Interest income		2,386			186			3,676			757
Interest expense		(9,450	)		(10,103	)		(27,921	)		(30,467	)
Foreign exchange loss		(1,462	)		(802	)		(2,153	)		(1,158	)
Other expense		(271	)		—			(804	)		(2,434	)
Income from continuing operations before provision for income taxes		118,394			52,745			138,255			124,827
Provision for income taxes		9,095			2,100			11,975			5,200
Income from continuing operations		109,299			50,645			126,280			119,627
Loss from discontinued operation		(7,636	)		(1,010	)		(9,778	)		(4,678	)
Net income	$	101,663		$	49,635		$	116,502		$	114,949
Basic and diluted earnings per share
Income from continuing operations	$	0.69		$	0.32		$	0.79		$	0.75
Loss from discontinued operation		(0.05	)		(0.01	)		(0.06	)		(0.03	)
Net income	$	0.64		$	0.31		$	0.73		$	0.72
Weighted average number of common shares outstanding (000s)
Basic		159,421			158,801			159,402			159,060
Diluted		159,583			158,904			159,491			159,227

BIOVAIL 2005 THIRD QUARTER REPORT    6

CONSOLIDATED STATEMENTS OF CASH FLOWS
In accordance with U.S. generally accepted accounting principles
(All dollar amounts are expressed in thousands of U.S. dollars)
(Unaudited)

	Nine Months Ended September 30
	2005			2004
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	116,502		$	114,949
Adjustments to reconcile net income to cash provided by continuing operating activities
Loss from discontinued operation		3,665			4,678
Depreciation and amortization		74,984			64,223
Amortization and write-down of deferred financing costs		2,671			3,510
Amortization of discounts on long-term obligations		1,929			2,438
Write-down (gain on disposal) of assets		26,560			(1,471	)
Write-down of assets of discontinued operation		6,113			—
Acquired research and development		—			8,640
Other		652			(823	)
Changes in operating assets and liabilities		45,413			(28,731	)
Net cash provided by operating activities		278,489			167,413
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds on disposal of intangible assets, net of withholding tax		98,127			3,000
Acquisitions of intangible assets		(26,000	)		—
Additions to property, plant and equipment		(24,121	)		(20,178	)
Purchase of marketable securities		(6,345	)		—
Proceeds from sales and maturities of marketable securities		5,317			—
Acquisition of business, net of cash acquired		—			(9,319	)
Acquisition of long-term investments		—			(2,877	)
Net cash used in investing activities		46,978			(29,374	)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of other long-term obligations		(28,894	)		(52,796	)
Proceeds (payments) on termination of interest rate swaps		(1,419	)		6,300
Repayments under revolving term credit facility, including financing costs		(1,300	)		(182,550	)
Issuance of common shares, net of issue costs		1,118			3,687
Net cash used in financing activities		(30,495	)		(225,359	)
Net cash used in discontinued operation		(2,775	)		(2,055	)
Effect of exchange rate changes on cash and cash equivalents		206			157
Net increase (decrease) in cash and cash equivalents		292,403			(89,218	)
Cash and cash equivalents, beginning of period		34,324			133,261
Cash and cash equivalents, end of period	$	326,727		$	44,043

Shareholder Information	Corporate Information
BIOVAIL CORPORATION	TRADING SYMBOL – BVF
7150 Mississauga Road Mississauga, Ontario Canada L5N 8M5	New York Stock Exchange Toronto Stock Exchange
T: (905) 286-3000 F: (905) 286-3050 E: ir@biovail.com W: www.biovail.com	REGISTRARS AND TRANSFER AGENTS CIBC Mellon Trust Company Toronto, Ontario, Canada Mellon Investor Services, LLC New York, New York, USA
HOW TO REACH US FOR MORE
INFORMATION For additional copies of this report, the annual report on Form 20-F as filed with the United States Securities and Exchange Commission, for quarterly reports or for further information, please contact Investor Relations.	The following words are trademarks of the Company and may be registered in Canada, the United States and certain other jurisdictions: Ativan®, Attenade™, Biovail®, Cardizem®, CEFORM™, FlashDose®, Glumetza™, Isordil®, Shearform™, Smartcoat™, Tiazac®, Vasotec® and Vaseretic®.
	Wellbutrin®, Wellbutrin SR®, Wellbutrin XL®, Zovirax®, and Zyban® are trademarks of "The GlaxoSmithKline Group of Companies" and are used by the Company under license.
	All other trademarks mentioned in this report, which are not the property of the Company, are owned by their respective holders and may be licensed to the Company for use in certain markets.
	To the extent any statements made in this report contain information that is not historical, these statements are forward-looking. As such, they are subject to risks and uncertainties, including the difficulty of predicting U.S. Food and Drug Administration and Canadian Therapeutic Products Directorate approvals, acceptance and demand for new pharmaceutical products, the impact of competitive products and pricing, new product development and launch, reliance on key strategic alliances, availability of raw materials and finished products, the regulatory environment, tax rate assumptions, the outcome of legal proceedings, fluctuations in operating results and other risks detailed from time to time in the Company's filings with the Securities and Exchange Commission and the Ontario Securities Commission. Biovail undertakes no obligation to update or revise any forward-looking statement.
	Financial statements prepared in accordance with Canadian Generally Accepted Accounting Principles are made available to all shareholders.