SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                   ----------

                                   FORM 10-K/A
                                 Amendment No. 1

                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                                   ----------

  For the fiscal year ended December 31, 1995     Commission File Number 0-22962

                           HUMAN GENOME SCIENCES, INC.
                           (Exact name of registrant)
                 Delaware                              22-3178468
          (State of organization)       (I.R.S. Employer Identification Number)

              9410 Key West Avenue, Rockville, Maryland 20850-3338
              (Address of principal executive offices and zip code)

                                 (301) 309-8504
                         (Registrant's telephone Number)

        Securities registered pursuant to Section 12(b) of the Act: NONE

           Securities registered pursuant to Section 12(g) of the Act:

                     Common stock, par value $.01 per share

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X  No
                                      ---    ---

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein,  and will not be contained,  to the
best  of  the  registrants's  knowledge,  in  definitive  proxy  or  information
statements  incorporated  by  reference  in Part  III of this  Form  10-K or any
amendment to this Form 10-K. [ ]

The number of shares of the registrant's  common stock  outstanding on March 18,
1996 was 18,624,535

As of March 18,  1996,  the  aggregate  market value of the common stock held by
non-affiliates  of the  registrant  based on the closing  price  reported on the
National  Association  of Securities  Dealers  Automated  Quotations  System was
approximately $316,000,000.*

                       DOCUMENTS INCORPORATED BY REFERENCE

Portions of Human Genome Sciences, Inc.'s Notice of Annual Stockholder's Meeting
and  Proxy  Statement,  to be  filed  within  120  days  after  the  end  of the
registrant's fiscal year, are incorporated into Part III of this Annual Report.

  * Excludes 10,719,644 shares of common stock deemed to be held by officers and
directors,  and stockholders  whose ownership exceeds five percent of the shares
outstanding at March 18, 1996. Exclusion of shares held by any person should not
be  construed  to  indicate  that such  person  possesses  the power,  direct or
indirect,  to direct or cause the direction of the management or policies of the
registrant,  or that such person is controlled  by or under common  control with
the registrant.

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                                   SIGNATURES


                  Pursuant  to the  requirements  of  Section 13 or 15(d) of the
Securities  Exchange Act of 1934,  the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.



                                   HUMAN GENOME SCIENCES, INC.



                                   BY: /s/  William A. Haseltine, Ph.D.
                                      --------------------------------
                                            William A. Haseltine, Ph.D.
                                            Chairman and Chief Executive Officer


Dated:  October 1, 1996






                                  EXHIBIT INDEX



   Exhibit No.
   -----------
10.15++#     Research Collaboration  Agreement,  dated January 19, 1996, between
             Registrant and Pioneer Hi- Bred International, Inc. ("Pioneer").

10.16++#     License Agreement between  Registrant and F. Hoffman-La Roche, Ltd.
             ("Roche").

- -----------


 ++          Confidential  treatment  has been  requested.  The copy filed as an
             exhibit  omits  the  information  subject  to  the  confidentiality
             request.

 #           The attached Exhibit supersedes the previously filed Exhibit.