IMCLONE SYSTEMS INC/DE
424B3, 1999-04-29
BIOLOGICAL PRODUCTS, (NO DIAGNOSTIC SUBSTANCES)
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                                                              FILE NO. 333-67335
                                                FILED PURSUANT TO RULE 424(b)(3)

                          IMCLONE SYSTEMS INCORPORATED

                                SUPPLEMENT NO. 1

                      TO PROSPECTUS DATED February 3, 1999

           RELATING TO 30,000 SHARES OF COMMON STOCK, $.001 PAR VALUE

      The list of selling stockholders commencing on page 18 of the prospectus
is hereby amended to reflect Jack & Sabina Waksal as a Selling Stockholder of
30,000 shares of Common Stock as a result of a gift of such shares by Selling
Stockholder, Harlan W. Waksal. The information with respect to Jack & Sabina
Waksal reads in its entirety as follows:

                             NUMBER OF                       NUMBER OF
                             SHARES OF                       SHARES OF
                             COMMON STOCK      NUMBER OF     COMMON STOCK
NAME OF SELLING              OWNED PRIOR       SHARES        OWNED  AFTER
STOCKHOLDER                  TO OFFERING       OFFERED       THE OFFERING

Jack & Sabina Waksal          265,000           30,000          235,000

      The initially capitalized terms used herein shall have the same meaning as
specified in the Prospectus.

                  THE DATE OF THIS SUPPLEMENT IS April 29, 1999



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