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 *
NICHOL GEOFFREY
   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)
Senior Vice President
(Last)
(First)
(Middle)
MEDAREX, INC., 707 STATE ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
02/24/2006
(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
Common Stock, $.01 par value per share               30,000 D  

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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 Options (Right to Buy) $ 5.245 09/09/2002   A   90,000   09/09/2003(1) 09/08/2012 Common Stock 90,000 $ 0 90,000 D  
Stock Options (Right to Buy) $ 7.155 10/14/2003   A   200,000   10/14/2004(2) 10/13/2013 Common Stock 200,000 $ 0 200,000 D  
Phantom Stock Units (3) $ 0 (3) 03/02/2004   A   9,010 (3)   03/02/2004(3) 03/02/2007(3) Common Stock 9,010 (3) $ 0 9,010 (3) D  
Stock Options (Right to Buy) $ 5.61 07/26/2004   A   185,000   07/26/2005(4) 07/25/2014 Common Stock 185,000 $ 0 185,000 D  
Phantom Stock Units (5) $ 0 (5) 02/08/2005   A   16,986 (5)   02/08/2005(5) 02/08/2008(5) Common Stock 16,986 (5) $ 0 16,986 (5) D  
Stock Options (Right to Buy) $ 9.9 09/06/2005   A   250,000   09/06/2006(6) 09/05/2015 Common Stock 250,000 $ 0 250,000 D  
Phantom Stock Units (7) $ 0 (7) 02/24/2006   A   5,926 (7)   02/24/2006(7) 02/24/2009(7) Common Stock 5,926 (7) $ 0 5,926 (7) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
NICHOL GEOFFREY
MEDAREX, INC.
707 STATE ROAD
PRINCETON, NJ 08540		       Senior Vice President  

Signatures

 GEOFFREY M. NICHOL   02/28/2006
**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) Options representing 50,000 shares became exercisable on September 9, 2003. The remaining options become exercisable in 36 equal monthly installments.
(2) Options representing 50,000 shares became exercisable on October 14, 2004. The remaining options vest in 36 equal monthly installments beginning on November 14, 2004.
(3) 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 representating 5,631 vest immediately. The remaining phantom stock units vest in three equal annual installments beginning on March 2, 2005.
(4) 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.
(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 to be settled 100% in shares of the Company's common stock on February 8, 2008. Phantom stock units representing 10,616 shares vest immediately. The remaining phantom stock units vest in three equal annual installments beginning on February 8, 2006.
(6) 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.
(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 24, 2009. Phantom stock units representing 3,703 shares vest immediately. The remaining phantom stock units vest in three equal annual installments beginning on February 24, 2007.

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