================================================================================
 
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): May 16, 2005
 
                               ___________________
                                      
 
                                BIOENVISION, INC.
             (Exact name of registrant as specified in its charter)
 
                               ___________________
                                      
 
                                    Delaware
                 (State or other jurisdiction of incorporation)
 

                       000-24875                         13-4025857
                 (Commission File No.)         (IRS Employer Identification No.)
 
                           345 Park Avenue, 41st Floor
                            New York, New York 10154
              (Address of principal executive offices and zip code)
                                
                               ___________________
 
       Registrant's telephone number, including area code: (212) 750-6700


                                       N/A
                                       ---
         (Former name or former address, if changed since last report.)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))

                                      
================================================================================




================================================================================


Item 2.02.  Results of Operations and Financial Condition.

         On May 16, 2005, the Company issued a press release reporting third
quarter fiscal 2005 financial results. The press release is attached as Exhibit
99.1 to this report.

         The information set forth in the above Item 2.02 and the attached
Exhibit 99.1 is furnished to, but shall not be deemed "filed" with the
Commission for the purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), or otherwise incorporated by reference
into any filing pursuant to the Securities Act of 1933, as amended, or the
Exchange Act, except as otherwise expressly stated in such a filing.

Item 9.01  Financial Statements and Exhibits.

(c) Exhibits.

         99.1     Press Release dated May 16, 2005.


                                      -2-



================================================================================

                                      
                                    SIGNATURE
 
      Pursuant to the  requirements  of the Securities  Exchange Act of 1934, as
amended,  the  registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
 

                               BIOENVISION, INC.

                                      
Dated: May 17, 2005            By: /s/  David P. Luci
                                   ---------------------------------------------
                                   David P. Luci
                                   Chief Financial Officer, General Counsel and
                                   Corporate Secretary


                                      -3-



                                  EXHIBIT INDEX



         99.1     Press Release dated May 16, 2005.


                                      -4-