SEC Filing | Regeneron Pharmaceuticals Inc.

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SEC FORM 4 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

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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^*

GOLDBERG MURRAY A

(Last)

(First)

(Middle)

777 OLD SAW MILL RIVER RD

(Street)

TARRYTOWN

10591

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
REGENERON PHARMACEUTICALS INC [ REGN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
SVP Fin & Admin, CFO, & Treas

3. Date of Earliest Transaction (Month/Day/Year)
12/23/2005

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/23/2005		M/K⁽¹⁾		1,000	A	$12.75	37,516	D
Common Stock	12/23/2005		S/K⁽¹⁾		1,000	D	$12.99	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		1,000	A	$12.75	37,516	D
Common Stock	12/23/2005		S/K⁽¹⁾		1,000	D	$13	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		1,000	A	$12.75	37,516	D
Common Stock	12/23/2005		S/K⁽¹⁾		1,000	D	$13.05	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		100	A	$12.75	36,616	D
Common Stock	12/23/2005		S/K⁽¹⁾		100	D	$13.08	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		700	A	$12.75	37,216	D
Common Stock	12/23/2005		S/K⁽¹⁾		700	D	$13.09	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		4,200	A	$12.75	40,716	D
Common Stock	12/23/2005		S/K⁽¹⁾		4,200	D	$13.1	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		1,804	A	$12.75	38,320	D
Common Stock	12/23/2005		S/K⁽¹⁾		1,804	D	$13.11	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		1,100	A	$12.75	37,616	D
Common Stock	12/23/2005		S/K⁽¹⁾		1,100	D	$13.12	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		246	A	$12.75	36,762	D
Common Stock	12/23/2005		S/K⁽¹⁾		246	D	$13.13	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		1,000	A	$12.75	37,516	D
Common Stock	12/23/2005		S/K⁽¹⁾		1,000	D	$13.16	36,516	D
Common Stock	12/23/2005		M/K⁽¹⁾		17,850	A	$12.75	54,366	D
Common Stock	12/23/2005		F/K⁽¹⁾		17,098	D	$13.31	37,268	D
Common Stock	12/23/2005		F/K⁽¹⁾		260	D	$13.31	37,008	D
Common Stock	12/27/2005		S/K⁽¹⁾		492	D	$14.94	36,516	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			1,000	⁽²⁾	01/02/2006	Common Stock	1,000	$0.00	11,150	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			1,000	⁽²⁾	01/02/2006	Common Stock	1,000	$0.00	10,150	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			1,000	⁽²⁾	01/02/2006	Common Stock	1,000	$0.00	9,150	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			100	⁽²⁾	01/02/2006	Common Stock	100	$0.00	9,050	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			700	⁽²⁾	01/02/2006	Common Stock	700	$0.00	8,350	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			4,200	⁽²⁾	01/02/2006	Common Stock	4,200	$0.00	4,150	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			1,804	⁽²⁾	01/02/2006	Common Stock	1,804	$0.00	2,346	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			1,100	⁽²⁾	01/02/2006	Common Stock	1,100	$0.00	1,246	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			246	⁽²⁾	01/02/2006	Common Stock	246	$0.00	1,000	D
Incentive Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			1,000	⁽²⁾	01/02/2006	Common Stock	1,000	$0.00	0	D
Non-Qualified Stock Option (right to buy)	$12.75	12/23/2005		M/K⁽¹⁾			17,850	⁽²⁾	01/02/2006	Common Stock	17,850	$0.00	0	D

Explanation of Responses:

1. Disposition/acquisition made pursuant to a plan intended to comply with Rule 10b5-1(c).

2. Exercisable date, exercise date, exercise price, purchase price, sales price, and/or expiration date is not applicable in this case.

	By: /s/ Stuart Kolinski For: /s/ Murray A. Goldberg	12/28/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

 
						  POWER OF ATTORNEY


	 Know all by these presents,
that the undersigned hereby constitutes and
appoints each of Leonard
Schleifer, , Beverly Dubs, Stuart Kolinski, Murray
Goldberg, and Douglas
McCorkle signing singly, the undersigned's true and lawful

attorney-in-fact to:

	 (1)   execute for and on behalf of the
undersigned in the undersigned's
		  capacity as a director of Regeneron
Pharmaceuticals, Inc. (the
		  "Company"), Forms 3, 4, and 5 in
accordance with Section 16(a) of
		  the Securities Exchange Act of 1934
and the rules thereunder;

	 (2)   do and perform any and all acts for
and on behalf of the undersigned
		  which may be necessary or desirable
to complete and execute any such
		  Form 3, 4, or 5, complete and
execute any amendment or amendments
		  thereto, and timely file such
form with the United States Securities
		  and Exchange Commission and
any stock exchange or similar authority;
		  and

	 (3)   take any
other action of any type whatsoever in connection with the
		  foregoing
which, in the opinion of such attorney-in-fact, may be of
		  benefit to,
in the best interest of, or legally required by, the
		  undersigned, it
being understood that the documents executed by such
		  attorney-in-act
on behalf of the undersigned pursuant to this Power
		  of Attorney shall
be in such form and shall contain such terms and
		  conditions as such
attorney-in-fact may approve in such
		  attorney-in-fact's discretion.


	 The undersigned hereby grants to each such attorney-in-fact full
power and
authority to do and perform any and every act and thing
whatsoever requisite,
necessary, or proper to be done in the exercise of
any of the rights and powers
herein granted, as fully to all intents and
purposes as the undersigned might or
could do if personally present, with
full power of substitution or revocation,
hereby ratifying and confirming
all that such attorney-in-fact, or such
attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be
done by virtue of this
power of attorney and the rights and powers herein
granted. The
undersigned acknowledges that the foregoing attorneys-in-fact, in
serving
in such capacity at the request of the undersigned, are not assuming,
nor
is the Company assuming, any of the undersigned's responsibilities to
comply
with Section 16 of the Securities Exchange Act of 1934.


This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file Forms 3, 4, and 5 with respect
to the
undersigned's holdings of and transactions in securities issued by
the Company,
unless earlier revoked by the undersigned in a signed
writing delivered to the
foregoing attorneys-in-fact.

IN WITNESS
WHEREOF, the undersigned has caused this Power of Attorney to be
executed
as of this 12th day of September, 2005.


								**/s/Murray A.
Goldberg
								-----------------------
								Signature


								Murray A. Goldberg
								------------------
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