content: SECURITIES AND EXCHANGE COMMISSION
  
                          WASHINGTON, D.C.  20549
  
                                 FORM 8-K
  
                              CURRENT REPORT
  
  PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
  
  
  
  Date of Report (Date of earliest event reported) MARCH 15, 1996 ENZON, INC.
  
                     (Exact  name  of  registrant  as  specified in its charter)
  
  
  
  
         DELAWARE                    0-12957              22-237286
     (State or other jurisdiction   (Commission          (IRS Employer
         of incorporation)         File Number)          Identification)
  
  
  
          20 KINGSBRIDGE ROAD,  PISCATAWAY, NEW JERSEY    08854
            (Address of principal executive offices)       (Zip Code)
  
  
  
  Registrant's telephone number, including area code    (908) 980-4500
  
  
  
  
       (Former name or former address, if changed since last report)
  
  
  
  
  
  
  
  
  
  <PAGE>
  ITEM 5.  OTHER EVENTS
  
       Enzon,  Inc.  ("Enzon"  or  the  "Company")  has completed  a  private
  placement (the "Private Placement") of its common stock, par value $.01 per
  share (the "Common Stock") and Series C Convertible  Preferred  Stock,  par
  value  $.01  per  share (the "Preferred Stock" or "Preferred Shares") to an
  accredited investor  (the  "Purchaser")  who  purchased securities from the
  Company in January 1996 pursuant to Regulation  D  of the Securities Act of
  1933.   The  Company  issued  266,667 shares of Common Stock  (the  "Common
  Shares") for an aggregate purchase price of $1,000,000 and 20,000 shares of
  Preferred  Stock  for  an aggregate  purchase  price  of  $2,000,000.   The
  Preferred Shares will not pay a dividend.
  
       The Preferred Shares  are  convertible into Common Stock at 80% of the
  average market value of the Common  Stock at the time of conversion, as may
  be adjusted upon the occurrence of certain  events.   The  Preferred Shares
  are redeemable at the option of the Company commencing 90 days  after their
  issuance at a redemption price of $127 per Preferred Share.  The  Preferred
  Shares have no voting rights, except as required by law and except  that  a
  majority  of  the  outstanding  Preferred  Shares  is required to approve a
  consolidation, merger or reclassification of outstanding  shares  of Common
  Stock  (other than by way of a subdivision or reduction of shares) and  the
  approval  of  2/3  of the outstanding Preferred Shares is required to amend
  the designations, preferences  and  rights  of  the  Preferred Shares.  The
  Company also issued to the Purchaser for no separate consideration  200,000
  five-year warrants to purchase Common Stock (the "Warrants") exercisable at
  $5.63 per share.
  
       In  connection with the Private Placement, the Company entered into  a
  registration  rights  agreement  (the "Registration Rights Agreement") with
  the Purchaser, pursuant to which the  Company agreed to file a registration
  statement  on  Form  S-3  (the  "Registration  Statement"),  or  amend  its
  registration statement on Form S-3 filed by the Company with respect to the
  securities sold to the Purchaser  in  January  1996,  covering  the  Common
  Shares,  the Common Stock underlying the Preferred Shares, the Common Stock
  underlying  the  Warrants  and  certain shares (the "Additional Shares") of
  Common Stock issuable to the Purchaser  in  the event (i) the Company fails
  to file the Registration Statement or the Registration  Statement  does not
  become  effective  within certain time limits contained in the Registration
  Rights Agreement, or (ii) the Registration Statement becomes effective, but
  is subsequently subject  to  a  stop  order,  or (iii) the Company fails to
  maintain  a  listing  of its Common Stock on NASDAQ  or  certain  specified
  national securities exchanges.   The  Company  has  agreed  to maintain the
  effectiveness  of the Registration Statement until the earlier  of  (i)  at
  least three (3) years after the date of the expiration of all the Warrants,
  or (ii) the date  on  which  (a) all of the Warrants have been exercised or
  have expired, (b) no securities entitled to be included on the Registration
  Statement are held by the Purchaser or any transferee thereof, and (c) none
  of the Preferred Shares is outstanding.
  
       The Purchaser may not convert  its  Preferred  Shares  or exercise its
  Warrants  and the Company may not issue Additional Shares to the  Purchaser
  if as a result  of  such  conversion,  exercise  or issuance, the shares of
  Common Stock beneficially owned by the Purchaser would  exceed 4.95% of the
  outstanding shares of Common Stock.
  
       In connection with the Private Placement, the Company  also  agreed to
  use  its  best  efforts to effect a two for one reverse split of its Common
  Stock as soon as  practicable,  but no earlier than its next annual meeting
  of stockholders.
  
  
  
  
  <PAGE>
                              SIGNATURES
  
  
       Pursuant to the requirements  of  the Securities Exchange Act of 1934,
  
  the Registrant has duly caused this report  to  be  signed on its behalf by
  
  the undersigned hereunto duly authorized.
  
  
  
  
  Dated:  March 22, 1996
  
  
  
  
                                                ENZON, INC.
                                               (Registrant)
  
                                     By:   /S/KENNETH J. ZUERBLIS
                                           Kenneth J. Zuerblis
                                           Vice President, Finance
                                           and Chief Financial
                                           Officer
metadata_documents: [{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 5500}]
metadata_filer: {"company-data": {"conformed-name": "ENZON INC", "cik": "0000727510", "assigned-sic": "2836", "irs-number": "222372868", "state-of-incorporation": "DE", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-12957", "film-number": "96537412"}, "business-address": {"street1": "40 KINGSBRIDGE RD", "city": "PISCATAWAY", "state": "NJ", "zip": "08854", "phone": "9089804500"}, "mail-address": {"street1": "C/O ROSS & HARDIES", "street2": "65 EAST 55TH STREET", "city": "NEW YORK", "state": "NY", "zip": "10022-3219"}}
text: SECURITIES AND EXCHANGE COMMISSION
  
                          WASHINGTON, D.C.  20549
  
                                 FORM 8-K
  
                              CURRENT REPORT
  
  PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
  
  Date of Report (Date of earliest event reported) MARCH 15, 1996 ENZON, INC.
  
                     (Exact  name  of  registrant  as  specified in its charter)
  
         DELAWARE                    0-12957              22-237286
     (State or other jurisdiction   (Commission          (IRS Employer
         of incorporation)         File Number)          Identification)
  
          20 KINGSBRIDGE ROAD,  PISCATAWAY, NEW JERSEY    08854
            (Address of principal executive offices)       (Zip Code)
  
  Registrant's telephone number, including area code    (908) 980-4500
  
       (Former name or former address, if changed since last report)
  ITEM 5.  OTHER EVENTS
  
       Enzon,  Inc.  ("Enzon"  or  the  "Company")  has completed  a  private
  placement (the "Private Placement") of its common stock, par value $.01 per
  share (the "Common Stock") and Series C Convertible  Preferred  Stock,  par
  value  $.01  per  share (the "Preferred Stock" or "Preferred Shares") to an
  accredited investor  (the  "Purchaser")  who  purchased securities from the
  Company in January 1996 pursuant to Regulation  D  of the Securities Act of
  1933.   The  Company  issued  266,667 shares of Common Stock  (the  "Common
  Shares") for an aggregate purchase price of $1,000,000 and 20,000 shares of
  Preferred  Stock  for  an aggregate  purchase  price  of  $2,000,000.   The
  Preferred Shares will not pay a dividend.
  
       The Preferred Shares  are  convertible into Common Stock at 80% of the
  average market value of the Common  Stock at the time of conversion, as may
  be adjusted upon the occurrence of certain  events.   The  Preferred Shares
  are redeemable at the option of the Company commencing 90 days  after their
  issuance at a redemption price of $127 per Preferred Share.  The  Preferred
  Shares have no voting rights, except as required by law and except  that  a
  majority  of  the  outstanding  Preferred  Shares  is required to approve a
  consolidation, merger or reclassification of outstanding  shares  of Common
  Stock  (other than by way of a subdivision or reduction of shares) and  the
  approval  of  2/3  of the outstanding Preferred Shares is required to amend
  the designations, preferences  and  rights  of  the  Preferred Shares.  The
  Company also issued to the Purchaser for no separate consideration  200,000
  five-year warrants to purchase Common Stock (the "Warrants") exercisable at
  $5.63 per share.
  
       In  connection with the Private Placement, the Company entered into  a
  registration  rights  agreement  (the "Registration Rights Agreement") with
  the Purchaser, pursuant to which the  Company agreed to file a registration
  statement  on  Form  S-3  (the  "Registration  Statement"),  or  amend  its
  registration statement on Form S-3 filed by the Company with respect to the
  securities sold to the Purchaser  in  January  1996,  covering  the  Common
  Shares,  the Common Stock underlying the Preferred Shares, the Common Stock
  underlying  the  Warrants  and  certain shares (the "Additional Shares") of
  Common Stock issuable to the Purchaser  in  the event (i) the Company fails
  to file the Registration Statement or the Registration  Statement  does not
  become  effective  within certain time limits contained in the Registration
  Rights Agreement, or (ii) the Registration Statement becomes effective, but
  is subsequently subject  to  a  stop  order,  or (iii) the Company fails to
  maintain  a  listing  of its Common Stock on NASDAQ  or  certain  specified
  national securities exchanges.   The  Company  has  agreed  to maintain the
  effectiveness  of the Registration Statement until the earlier  of  (i)  at
  least three (3) years after the date of the expiration of all the Warrants,
  or (ii) the date  on  which  (a) all of the Warrants have been exercised or
  have expired, (b) no securities entitled to be included on the Registration
  Statement are held by the Purchaser or any transferee thereof, and (c) none
  of the Preferred Shares is outstanding.
  
       The Purchaser may not convert  its  Preferred  Shares  or exercise its
  Warrants  and the Company may not issue Additional Shares to the  Purchaser
  if as a result  of  such  conversion,  exercise  or issuance, the shares of
  Common Stock beneficially owned by the Purchaser would  exceed 4.95% of the
  outstanding shares of Common Stock.
  
       In connection with the Private Placement, the Company  also  agreed to
  use  its  best  efforts to effect a two for one reverse split of its Common
  Stock as soon as  practicable,  but no earlier than its next annual meeting
  of stockholders.
  SIGNATURES
  
       Pursuant to the requirements  of  the Securities Exchange Act of 1934,
  
  the Registrant has duly caused this report  to  be  signed on its behalf by
  
  the undersigned hereunto duly authorized.
  
  Dated:  March 22, 1996
  
                                                ENZON, INC.
                                               (Registrant)
  
                                     By:   /S/KENNETH J. ZUERBLIS
                                           Kenneth J. Zuerblis
                                           Vice President, Finance
                                           and Chief Financial
                                           Officer