Steven Mayer									January 11,
2005
Executive Vice President and Chief Financial Officer
Human Genome Sciences, Inc.
14200 Shady Grove Road
Rockville, Maryland 20850

Re:	Human Genome Sciences, Inc.
	Registration Statement on Form S-3
	File Number 333-121724

Dear Mr. Mayer:

      This is to advise you that we are not conducting a full
review
of the Form S-3 filed by Human Genome Sciences, Inc.  (the
"Company")
on December 29, 2004.  However, we will be monitoring your
disclosure
with respect to the Selling Securityholders Table and an
accounting
review for your 10-K for the year ending in 2003.
      With respect to the Selling Securityholders table, we call
to
your attention the requirements of Form S-3 with respect to the
information required by Item 507 (selling securityholders).  We
note
that certain broker dealers listed as selling securityholders on
the
Selling Securityholder table of the filing may have obtained the
securities other than as compensation for services.  In that
event,
such selling securityholders are underwriters under the Securities
Act of 1933.  In that case, please revise your registration
statement
to include those parties as an underwriter in the section titled
"Plan of Distribution" and in such other places that would be
appropriate.
      Furthermore, if there are affiliates of broker-dealers
identified as Selling Securityholders, they should be identified
as
such and your disclosure should be revised to include the
following
representations: (i) the Selling Securityholder purchased in the
ordinary course of business and (ii) at the time of the purchase,
the
Selling Securityholder had no agreements or understanding to
distribute securities.

	In addition, for each entity that is listed as a selling
shareholder, please identify the natural person(s) with
dispositive,
voting or investment control of the entity and the shares to be
sold.

      Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:
?	should the Commission or the staff, acting pursuant to
delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

?	the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

?	the company may not assert this action as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      As appropriate, please amend your filing in response to
these
comments.  If you disagree, we will consider your explanation as
to
why our comment is inapplicable or a revision is unnecessary.
Please
be as detailed as necessary in your explanation.

      Any questions should be directed to Zafar Hasan, Attorney-
Advisor, at (202) 942-7381 or Suzanne Hayes, Special Counsel, at
(202)942-1789.

								Sincerely,



								Jeffrey Riedler
								Assistant Director

cc:  	RW Smith, Jr., Esq.
	Piper Rudnick LLP
	6225 Smith Avenue
	Baltimore, MD 21209
	Fax:  410-580-3266
??

??

??

??