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 *
HealthCor Management, L.P.
  2. Issuer Name and Ticker or Trading Symbol
VALEANT PHARMACEUTICALS INTERNATIONAL [VRX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
152 WEST 57TH STREET, 43RD FLOOR, 
3. Date of Earliest Transaction (Month/Day/Year)
11/18/2009
(Street)

NEW YORK, NY 10019
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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, par value $0.01 per share (the "Common Stock") 11/18/2009   S   3,000,000 (1) D $ 32.25 7,000,000 I See Footnote (2) (3)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HealthCor Management, L.P.
152 WEST 57TH STREET, 43RD FLOOR
NEW YORK, NY 10019
    X    
HealthCor Capital, L.P.
CARNEGIE HALL TOWER
152 WEST 57TH STREET, 43RD FLOOR
NEW YORK, NY 10019
    X    
HealthCor Associates, LLC
CARNEGIE HALL TOWER
152 WEST 57TH STREET
NEW YORK, NY 10019
    X    
HealthCor Group, LLC
CARNEGIE HALL TOWER
152 WEST 57TH STREET, 43RD FLOOR
NEW YORK, NY 10019
    X    
HEALTHCOR L P
280 PARK AVE 39TH FL
NEW YORK, NY 10017
    X    
Cohen Arthur Bruce
12 SOUTH MAIN STREET
SUITE #203
NORWALK, CT 06854
    X    
Healey Joseph Patrick
152 WEST 57TH STREET
43RD FLOOR
NEW YORK, NY 10019
    X    

Signatures

 HEALTHCOR MANAGEMENT, L.P., By: HealthCor Associates, LLC, its general partner, By: /s/ John H. Coghlin, General Counsel   11/20/2009
**Signature of Reporting Person Date

 HEALTHCOR CAPITAL L.P., for itself and as manager on behalf of HEALTHCOR L.P., By: HealthCor Group, LLC, its general partner, By: /s/ John H. Coghlin, General Counsel   11/20/2009
**Signature of Reporting Person Date

 HEALTHCOR OFFSHORE GP, LLC, for itself and as general partner on behalf of HEALTHCOR OFFSHORE MASTER FUND, L.P., By: HealthCor Group, LLC, its general partner, By: /s/ John H. Coghlin, General Counsel   11/20/2009
**Signature of Reporting Person Date

 HEALTHCOR HYBRID OFFSHORE GP, LLC, for itself and as general partner on behalf of HEALTHCOR HYBRID OFFSHORE MASTER FUND, L.P., By: HealthCor Group, LLC, its general partner, By: /s/ John H. Coghlin, General Counsel   11/20/2009
**Signature of Reporting Person Date

 HEALTHCOR ASSOCIATES, LLC, By: /s/ John H. Coghlin, General Counsel   11/20/2009
**Signature of Reporting Person Date

 HEALTHCOR GROUP, LLC, for itself and as general partner of (i) HEALTHCOR OFFSHORE GP, LLC, and (ii) HEALTHCOR HYBRID OFFSHORE GP, LLC, By: /s/ John H. Coghlin, General Counsel   11/20/2009
**Signature of Reporting Person Date

 /s/ Joseph Healey, Individually   11/20/2009
**Signature of Reporting Person Date

 /s/ Arthur Cohen, Individually   11/20/2009
**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) On November 18, 2009, HealthCor, L.P., HealthCor Offshore Master Fund, L.P. and HealthCor Hybrid Offshore Master Fund, L.P. entered into a definitive binding agreement to sell an aggregate of 3,000,000 shares of Common Stock back to Valeant Pharmaceuticals, Inc. in an off-exchange, privately negotiated transaction. The closing under the agreement occurred on November 19, 2009.
(2) HealthCor Management, L.P. is the investment manager of HealthCor, L.P., HealthCor Offshore Master Fund, L.P. and HealthCor Hybrid Offshore Master Fund, L.P., which are the direct beneficial owners of the securities reported herein. The general partner of HealthCor, L.P. is HealthCor Capital, L.P. and the general partner of HealthCor Capital, L.P. is HealthCor Group, LLC. The general partner of HealthCor Offshore Master Fund, L.P. is HealthCor Offshore GP, LLC. The general partner of HealthCor Hybrid Offshore Master Fund, L.P. is HealthCor Hybrid Offshore GP, LLC. HealthCor Group, LLC is the general partner of HealthCor Offshore GP, LLC and HealthCor Hybrid Offshore GP, LLC. HealthCor Associates, LLC is the general partner of HealthCor Management, L.P. and Arthur Cohen and Joseph Healey are the managers of HealthCor Associates, LLC.
(3) (Continued from footnote 2) Each of the Reporting Persons disclaim beneficial ownership of any and all such securities in excess of its or their own actual pecuniary interest.
 
Remarks:
Due to the number of reporting persons, this is one of two Form 4s filed relating to the same transaction.

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

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