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PROSPECTUS SUPPLEMENT NO. 7 Filed Pursuant to Rule 424(b)(3)
(to Prospectus dated February 18, 2000) Registration No. 333-96387
HUMAN GENOME SCIENCES, INC.
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$200,000,000
5% Convertible Subordinated Notes Due 2006
and
2,792,321 Shares of Common Stock
Issuable Upon Conversion of the Notes
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The following information supplements information contained in our
prospectus dated February 18, 2000 relating to the potential offer and
sale from time to time by holders of shares of our common stock issued
upon conversion of the notes. See "Plan of Distribution" in our
prospectus.
This prospectus supplement may only be delivered or used in
connection with our prospectus. This prospectus supplement is
incorporated by reference into our prospectus. Our common stock is listed
on The Nasdaq National Market under the symbol "HGSI."
NEITHER THE SEC NOR ANY STATE SECURITIES COMMISSION HAS APPROVED
OR DISAPPROVED OF THESE SECURITIES OR DETERMINED IF THIS PROSPECTUS
SUPPLEMENT OR THE PROSPECTUS IS TRUTHFUL OR COMPLETE. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.
Prospectus Supplement dated May 5, 2000
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The notes were originally issued by us and sold by Credit Suisse First
Boston Corporation, as initial purchaser, in a transaction exempt from the
registration requirements of the Securities Act to persons reasonably believed
by the initial purchaser to be qualified institutional buyers or other
institutional accredited investors. All of the notes have been converted into
shares of our common stock. Selling holders, including their transferees,
pledgees or donees or their successors, may from time to time offer and sell any
or all of the common stock into which the notes were converted.
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The following table supplements the information in our prospectus with
respect to the selling holders and the principal amounts of notes and common
stock they beneficially own that may be offered under our prospectus. The
information is based on information provided by or on behalf of the selling
holders. All information provided in this prospectus supplement is as of May 4,
2000.
The selling holders may offer all, some or none of the common stock into
which the notes were converted. Thus, we cannot estimate the amount of the
common stock that will be held by the selling holders upon termination of any
sales. The column showing ownership after completion of the offering assumes
that the selling holders will sell all of the securities offered by this
prospectus supplement. In addition, the selling holders identified below may
have sold, transferred or otherwise disposed of all or a portion of their common
stock since the date on which they provided the information about their common
stock in transactions exempt from the registration requirements of the
Securities Act. None of the selling holders has had any material relationship
with us or our affiliates within the past three years, except that Credit Suisse
First Boston Corporation acted as the initial purchaser in connection with the
notes, our 5% Convertible Subordinated Notes Due 2007 and our 3 3/4% Convertible
Subordinated Notes Due 2007 and acted as the dealer manager in connection with
the offer we made to holders of our 5 1/2% Convertible Subordinated Notes Due
2006. No selling holder named in the table below beneficially owns one percent
or more of our common stock. Common stock owned prior to the offering and after
completion of the offering includes shares of common stock issuable upon
conversion of our 5 1/2% Convertible Subordinated Notes Due 2006, our 5%
Convertible Subordinated Notes Due 2007 and our 3 3/4% Convertible Subordinated
Notes Due 2007. Information concerning the selling holders may change from time
to time and any changed information will be set forth in future prospectus
supplements if and when necessary.
<TABLE>
<CAPTION>
COMMON STOCK OWNED
PRINCIPAL AMOUNT OF NOTES COMMON STOCK OWNED PRIOR COMMON STOCK AFTER COMPLETION OF
NAME BENEFICIALLY OWNED AND OFFERED TO THE OFFERING OFFERED THE OFFERING
- ---- ------------------------------ --------------- ------- ------------
<S> <C> <C> <C> <C>
BT Equities Strategies ............ $ - 13,961 13,961 --
GLG Market Neutral Fund ........... - 112,995 41,884 71,111
--------- ------- ------ ------
Total........................... $ - 126,956 55,845 71,111
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</TABLE>
