HUMAN GENOME SCIENCES INC
NT 10-Q, 1996-08-15
IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES
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                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                                  OMB Number:         3235-0058
                                                  Expires:             06/30/94
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                                                  hours per response ....  2.50

                                  FORM 12-b-25
                          NOTIFICATION OF LATE FILING
                                                         SEC FILE NUMBER
                                                             0-22962

(Check One) Form 10-K [ ] Form 20-F[ ] Form 11-K[ ] Form 10-Q[X] Form N-SAR [ ]
     For Period Ended: June 30, 1996
                                                       CUSIP NUMBER
         
[   ] Transition Report on Form 10-K
[   ] Transition Report on Form 20-F
[   ] Transition Report on Form 11-K
[ X ] Transition Report on Form 10-Q
[   ] Transition Report on Form N-SAR

For the Transition Period Ended:
- ---------------------------------------------------------------------------
Read  Instruction (on back page) Before  Preparing  Form.  Please Print or Type.
Nothing  in this  form  shall be  construed  to imply  that the  Commission  has
verified any information  contained  herein.  If the  notification  relates to a
portion of the filing of the filing checked above, identify the Item(s) to which
the notification relates: Item 6 and the Exhibits listed therein


PART I -- REGISTRANT INFORMATION

Full Name of Registrant
Human Genome Sciences, Inc.
- ---------------------------------------------------------------------------

Former Name if Applicable
- ---------------------------------------------------------------------------

Address of Principal Executive Office (Street and Number)
     9410 Key West Avenue
     ----------------------------------------------------------------------
City, State and Zip Code  Rockville, MD  20850
                          -------------------------------------------------


PART II -- RULES 12b-25 (b) AND (c)

If the subject report could not be filed without  unreasonable effort or expense
and the  registrant  seeks  relief  pursuant to Rule 12b-25 (b),  the  following
should be completed. (Check box if applicable)

[X]  (a)  The reasons  described in  reasonable  detail in Part III of this form
          could  not be  eliminated  without  unreasonable  effort  or  expense;
[X]  (b)  The subject  annual  report,  semi-annual report, transition report on
          Form 10-K, Form 20-F,  11-K, Form N-SAR, or portion  thereof,  will be
          filed on or before the fifteenth calendar day following the prescribed
          due date; or the subject quarterly report of transition report on Form
          10-Q, or portion thereof will be filed on or before the fifth calendar
          day following the prescribed due date; and

[ ]  (c)  The accountant's  statement  or  other  exhibit required by Rule 12b-

          25(c) has been attached if applicable.

<PAGE>


PART III -- NARRATIVE


State below in  reasonable  detail the reasons  why the Form 10-K,  11-K,  10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)

The  Registrant  has not yet  finalized  its  redaction  of the  portions of the
exhibits  to Form  10-Q for which  confidential  treatment  is being  requested.
Further  review is required to make sure that the exhibits,  as filed,  will not
include portions of the agreements which it or its collaborators  consider to be
confidential.                                  
                                                SEC 1344(11-91)

PART IV -- OTHER INFORMATION


(1)     Name and telephone number of person to contact in regard to this 
        notification.

         Melvin D. Booth            (301)             309-8504
         ---------------            -----             --------
         (Name)                  (Area Code)      (Telephone Number)

 (2)   Have  all other  periodic reports  required  under Section 13 or 15(d) of
       the  Securities  Exchange  Act of 1934 or  Section  30 of the  Investment
       Company Act of 1940 during the  preceding 12 months  (or for such shorter
       period that the registrant was required to file such reports) been filed?
       If answer is no, identify report(s). [X]Yes [ ]No

(3)    Is it anticipated  that any significant  change in results of operations
       from   the  corresponding  period  for that  last  fiscal  year  will be
       reflected   by the  earnings  statements  to be  included in the subject
       report or portion thereof? [ ]Yes [X]No

       If so, attach an explanation of the anticipation change, both narratively
       and  quantitatively,  and,  if  appropriate,  state  the  reasons  why  a
       reasonable estimate of the results cannot be made.

                           HUMAN GENOME SCIENCE, INC.
                ------------------------------------------------
                  (Name of Registrant as Specified in Charter)

       has  caused  this  notification  to  be  signed  on  its  behalf  by  the
       undersigned hereunto duly authorized.


Date   August 15, 1996                 By  /s/ Melvin D. Booth
       ---------------                     -------------------
                                           Melvin D. Booth, President & Chief
                                             Operating Officer and Acting
                                             Chief Financial Officer

INSTRUCTION: The form may be signed by an executive officer of the registrant or
by any other duly  authorized  representative.  The name and title of the person
signing  the form  shall  be typed or  printed  beneath  the  signature.  If the
statement is signed on behalf of the registrant by an authorized  representative
(other than an executive officer), evidence of the representative's authority to
sign on behalf of the registrant shall be filed with the form.



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