Edgar Filing: REGENERON PHARMACEUTICALS INC

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

OMB APPROVAL

OMB Number:

3235-0287

Expires:

January 31, 2005

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

VAGELOS P ROY

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

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

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chairman of the Board

(Last)

(First)

(Middle)

777 OLD SAW MILL RIVER ROAD

3. Date of Earliest Transaction (Month/Day/Year)
07/11/2011

(Street)

TARRYTOWN, NY 10591

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)
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	06/30/2011		G⁽¹⁾	V	3,798	D	$ 0	175,056	I	by CLAT
Common Stock	07/11/2011		S⁽²⁾		385	D	$ 59.06 ⁽³⁾	234,615	I	by Spouse as Trustee ⁽⁴⁾
Common Stock	07/11/2011		S⁽²⁾		8,325	D	$ 58.37 ⁽⁵⁾	226,290	I	by Spouse as Trustee ⁽⁴⁾
Common Stock	07/11/2011		S⁽²⁾		16,062	D	$ 57.48 ⁽⁶⁾	210,228	I	by Spouse as Trustee ⁽⁴⁾
Common Stock	07/12/2011		S⁽²⁾		15,602	D	$ 57.55 ⁽⁷⁾	194,626	I	by Spouse as Trustee ⁽⁴⁾
Common Stock	07/12/2011		S⁽²⁾		8,033	D	$ 56.69 ⁽⁸⁾	186,593	I	by Spouse as Trustee ⁽⁴⁾
Common Stock	07/13/2011		S⁽²⁾		10,438	D	$ 56.71 ⁽⁹⁾	176,155	I	by Spouse as Trustee ⁽⁴⁾
Common Stock	07/13/2011		S⁽²⁾		15,497	D	$ 57.47 ⁽¹⁰⁾	160,658	I	by Spouse as Trustee ⁽⁴⁾
Common Stock								140,087	D
Common Stock								2,271	I	By 401(k) Plan
Common Stock								94,222	I	by GRAT
Common Stock								1,203	I	by trust for grandch ⁽¹¹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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 control number.		SEC 1474 (9-02)

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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
VAGELOS P ROY 777 OLD SAW MILL RIVER ROAD TARRYTOWN, NY 10591	X		Chairman of the Board

Signatures

/s/**P. Roy Vagelos		07/13/2011
^**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)	Gift of Common Stock to charitable organization.
(2)	Disposition/acquisition made pursuant to a plan intended to comply with Rule 10b5-1(c).
(3)	Represents volume-weighted average price of sales of 385 shares of Company stock on July 11, 2011 at prices ranging from $59.03 to $59.17. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the trust on July 11, 2011 at each separate price.
(4)	By an irrevocable trust for the benefit of grandchildren of the reporting person, of which the spouse of the reporting person is trustee.
(5)	Represents volume-weighted average price of sales of 8,325 shares of Company stock on July 11, 2011 at prices ranging from $58.01 to $58.81. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the trust on on July 11, 2011 at each separate price.
(6)	Represents volume-weighted average price of sales of 16,062 shares of Company stock on July 11, 2011 at prices ranging from $57.23 to $57.98. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the trust on July 11, 2011 at each separate price.
(7)	Represents volume-weighted average price of sales of 15,602 shares of Company stock on July 12, 2011 at prices ranging from $57.01 to $57.96. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the trust on July 12, 2011 at each separate price.
(8)	Represents volume-weighted average price of sales of 8,033 shares of Company stock on July 12, 2011 at prices ranging from $56.53 to $56.97. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the trust on July 12, 2011 at each separate price.
(9)	Represents volume-weighted average price of sales of 10,438 shares of Company stock on July 13, 2011 at prices ranging from $56.60 to $56.99. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the trust on July 13, 2011 at each separate price.
(10)	Represents volume-weighted average price of sales of 15,497 shares of Company stock on July 13, 2011 at prices ranging from $57.01 to $57.93. Upon request by the Commission staff, the Company, or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold by the trust on July 13, 2011 at each separate price.
(11)	By a trust for the benefit of certain grandchildren of the reporting person, of which the reporting person and/or the spouse of the reporting person is trustee.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.