Sec Form 4 Filing - BAILEY DON M @ QUESTCOR PHARMACEUTICALS INC - 2013-05-13

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 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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1. Name and Address of Reporting Person BAILEY DON M 2. Issuer Name and Ticker or Trading Symbol QUESTCOR PHARMACEUTICALS INC [ QCOR] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) 1300 NORTH KELLOGG DRIVE, SUITE D 3. Date of Earliest Transaction (MM/DD/YY) 05/13/2013 (Street) ANAHEIM, CA92807 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 05/13/2013 M 20,000 A $ 5.09 119,000 ( 1 ) I Held by the Bailey 1995 Family Trust Common Stock 05/13/2013 S 20,000 D $ 36.7 ( 4 ) 99,000 ( 1 ) I Held by the Bailey 1995 Family Trust Common Stock 05/14/2013 M 160,000 A $ 5.09 259,000 ( 1 ) I Held by the Bailey 1995 Family Trust Common Stock 05/14/2013 S 137,216 D $ 40.4 ( 5 ) 121,784 ( 1 ) I Held by the Bailey 1995 Family Trust Common Stock 05/14/2013 S 16,150 D $ 41.39 ( 5 ) 105,643 ( 1 ) I Held by the Bailey 1995 Family Trust Common Stock 05/14/2013 S 6,634 D $ 42.22 ( 5 ) 99,000 ( 1 ) I Held by the Bailey 1995 Family Trust

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 Stock Option (right to buy) ( 2 ) $ 5.09 05/13/2013 M 20,000 ( 3 ) 02/05/2018 Common Stock 20,000 $ 0 233,339 ( 1 ) I Held by the Bailey 1995 Family Trust Stock Option (right to buy) ( 2 ) $ 5.09 05/14/2013 M 160,000 ( 3 ) 02/05/2018 Common Stock 160,000 $ 0 73,339 ( 1 ) I Held by the Bailey 1995 Family Trust

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other BAILEY DON M 1300 NORTH KELLOGG DRIVE SUITE D ANAHEIM, CA92807 X President and CEO Signatures /s/ Don M. Bailey 05/15/2013 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As of the date of this Form 4, the reporting person holds Questcor Pharmaceuticals, Inc. stock options to purchase 1,298,339 shares of common stock; of such amount, 936,462 shares are fully vested and exercisable. The reporting person also holds 390,317 shares of Questcor Pharmaceuticals, Inc. common stock, of which 291,317 shares are held directly by the reporting person. ( 2 )Options were granted under the Questcor Pharmaceuticals, Inc. 2006 Equity Incentive Award Plan. ( 3 )The option was granted on 02/06/2008 for the right to buy 500,000 shares of common stock of the Issuer. The option provided for monthly vesting over 48 months from the date of grant, with a 12-month cliff, whereby no options vested until after the twelfth month from the date of the grant. A total of 73,339 shares remain unexercised under this option grant. ( 4 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.415-$37.07, inclusive. The reporting person undertakes to provide Questcor Pharmaceuticals, Inc., any security holder of Questcor Pharmaceuticals, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4. ( 5 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00-$41.00, $41.03-$41.99 and $42.04-$42.36, respectively. The reporting person undertakes to provide Questcor Pharmaceuticals, Inc., any security holder of Questcor Pharmaceuticals, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.

Remarks: The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 Trading Plan (the "Automatic Trading Plan") adopted by the reporting person in the second quarter of 2012 and effective 90 days post-adoption. There have been no changes to the Automatic Trading Plan since its adoption, and there have been no sales by the Reporting Person outside of the Automatic Trading Plan since its adoption. The Automatic Trading Plan controls the exact dates and amounts of sales. The Automatic Trading Plan provides for 20,000 shares to be sold per month when the price is greater than $30.00 per share and an additional 20,000 shares to be sold per month when the price is greater than $40.00 per share. Monthly sale orders under the Automatic Trading Plan are "good-until-cancelled" orders, meaning that any shares that are not sold in a given month due to the share price being below the applicable threshold roll over to subsequent months until sold. 140,000 of the shares sold at prices at or above the $40.00 per share threshold as reflected in this Form 4 represent 7 months of such "roll over shares" in addition to the 20,000 shares that were eligible for sale at a price at or above $40.00 per share this month. Sales under the Automatic Trading Plan have totaled 400,000 shares since its inception. Following these sales, the reporting person holds Questcor Pharmaceuticals, Inc. stock options to purchase 1,298,339 shares of common stock; of such amount, 936,462 shares are fully vested and exercisable. The reporting person also holds 390,317 shares of Questcor Pharmaceuticals, Inc. common stock, of which 291,317 shares are held directly by the reporting person.

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

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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