SECURITIES  AND  EXCHANGE  COMMISSION

                      WASHINGTON,  D.  C.  20549



                              FORM  8-K



                           CURRENT  REPORT



            PURSUANT  TO  SECTION  13  OR  15(D)  OF  THE
                  SECURITIES  EXCHANGE  ACT  OF  1934


                 DATE  OF  REPORT:  JANUARY  26,  2000
                 (Date  of  earliest  event  reported)


                    INCYTE  PHARMACEUTICALS,  INC.
                  (Exact  name  of  registrant  as
                    specified  in  its  charter)


           DELAWARE                  0-27488            94-3136539
  (State  or  other  jurisdiction   (Commission        (IRS  Employer
   of  incorporation)             File  Number)         Identification  No.)


         3174  PORTER  DRIVE,  PALO  ALTO,  CALIFORNIA         94304
       (Address  of  principal  executive  offices)       (Zip  Code)


    Registrant's  telephone  number,  including  area  code:  (650)  855-0555


Item 5. Other Events. ------------- Attached hereto as Exhibit 99.1 and incorporated by reference herein is financial information for Incyte Pharmaceuticals, Inc. (the "Company") for the quarter and year ended December 31, 1999. Attached hereto as Exhibit 99.2 and incorporated by reference herein is the press release dated January 26, 2000 announcing a proposed private offering of convertible subordinated notes by the Company. Item 7. Financial Statements and Exhibits. ------------------------------------ (c) Exhibits 99.1 Press release dated January 26, 2000. 99.2 Press release dated January 26, 2000.

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 31, 2000 INCYTE PHARMACEUTICALS, INC. By /s/ John M. Vuko ------------------- Name: John M. Vuko Title: Executive Vice President and Chief Financial Officer

Exhibit  99.1

On  January  26,  2000,  Incyte  Pharmaceuticals,  Inc. (the "Company") reported
revenues  of  $46.0 million for the quarter ended December 31, 1999, compared to
$36.6  million  for  the  quarter  ended December 31, 1998. Revenues were $157.0
million for the year ended December 31, 1999, compared to $134.8 million for the
same  period  in  1998.

The Company reported a net loss of $6.4 million, or $0.22 per diluted share, for
the  quarter  ended December 31, 1999, compared to a net income of $1.5 million,
or  $0.05  per  diluted  share, for the quarter ended December 31, 1998. For the
year  ended December 31, 1999, the Company reported a net loss of $26.8 million,
or $0.95 per diluted share, compared to net income of $3.5 million, or $0.12 per
diluted  share,  for  the  same  period  in  1998.

For  the  quarter  ended  December  31,  1999,  database and partnership program
revenues  were  $36.0  million.  Microarray  service revenues were $3.3 million,
reagent  revenues  generated  by  the Company's genomic services subsidiary were
$2.7  million,  and  other  revenues  were  $4.0  million.

Operating  expenses  were $53.0 million for the quarter ended December 31, 1999,
compared  to  $35.9  million  for  the  same  period in 1998. For the year ended
December  31,  1999,  operating  expenses were $184.1 million compared to $134.8
million  for  the  same  period  in  1998.





                         INCYTE  PHARMACEUTICALS,  INC.
                 CONDENSED  CONSOLIDATED  SUMMARY  OF  OPERATIONS
                   (in  thousands,  except  per  share  amounts)
                                  Unaudited

                                      Three  months  ended  Twelve  months ended
                                          December  31,       December  31,
                                         1999      1998      1999      1998*
                                                       
    Revenue                           $46,024  $36,647    $156,962  $134,811

    Costs and expenses:
      Research and development         42,593    27,611    146,833    97,192
      Selling, general
       and administrative              10,370     8,242     37,235    25,438
      Charge for purchase
       of in-process R&D                   --        --         --    10,978
      Acquisition-related charges          --        --         --     1,171
    Total costs and expenses           52,963    35,853    184,068   134,779

    Income (loss)
     from operations                   (6,939)      794    (27,106)       32

    Interest income
     and other income, net                918     1,766      5,169     7,266
    Losses from
     joint venture                     (1,184)     (834)    (5,631)   (1,474)
    Provision (benefit)
     for income taxes                    (800)      241       (800)    2,352
    Net income (loss)                 $(6,405)   $1,485   $(26,768)   $3,472

    Basic net income
     (loss) per share                $(0.22)     $0.05     $(0.95)     $0.13
    Diluted net income
     (loss) per share                $(0.22)     $0.05     $(0.95)     $0.12

    Shares used in
     computation of:
      Basic net income
       (loss) per share              28,520    27,782      28,138    26,921
      Diluted net income
       (loss) per share              28,520    29,338      28,138    28,899








                      CONDENSED  CONSOLIDATED  BALANCE  SHEETS
                                  (in  thousands)

                                             December  31,   December  31,
                                                 1999           1998*
                                                         
    Assets
      Cash and cash equivalents                 $32,220        $50,048
      Marketable securities,
       available-for-sale                        34,717         61,185
      Accounts receivable, net                   26,608         14,318
      Prepaid expenses and
       other current assets                      15,956          5,813
        Total current assets                    109,501        131,364

      Property and equipment, net                67,293         54,429
      Long-term investments                      19,275         20,653
      Goodwill and other intangible assets       14,564         16,955
      Deposits and other assets                  11,301          6,889
        Total assets                           $221,934       $230,290

    Liabilities and stockholders' equity
      Accounts payable                           $6,501         $8,244
      Accrued and other
       current liabilities                       18,498         12,629
      Deferred revenue                           26,459         29,054
        Total current liabilities                51,458         49,927

    Non-current liabilities                         194            796
      Total liabilities                          51,652         50,723

      Total stockholders' equity                170,282        179,567
      Total liabilities and
       stockholders' equity                    $221,934       $230,290




    *Derived  from  audited  financial  statements.


EXHIBIT  99.2

INCYTE  ANNOUNCES  PROPOSED  OFFERING  OF  CONVERTIBLE  SUBORDINATED  NOTES

PALO ALTO, Calif., Jan. 26 /PRNewswire/ -- Incyte Pharmaceuticals, Inc. (Nasdaq:
INCY - news) announced today that it proposes to make a private offering of $150
million  of  Convertible Subordinated Notes due 2007, with an option to issue up
to  an  additional $50 million of Notes. The Notes will be offered in the United
States  only  to  qualified  institutional  buyers  and institutional accredited
investors  pursuant  to  exemptions  from  the  registration requirements of the
Securities  Act of 1933. The Notes may also be offered outside the United States
in  accordance  with  Regulation  S  under  the  Securities  Act.

The  Company  stated that it expects to use the net proceeds of the offering for
working  capital  and  general  corporate purposes. Proceeds may also be used to
make  strategic  investments,  acquire  or  license  technology  or products, or
acquire  businesses  that  may  complement  its  business.

This  press  release does not constitute an offer to sell or the solicitation of
an  offer  to  buy  any  security.  The Notes have not been registered under the
Securities  Act  of  1933  or  applicable  state  securities laws and may not be
offered  or  sold  in the United States absent registration under the Securities
Act  and  applicable  state  securities laws or an applicable exemption from the
registration  requirements.

Except for the historical information contained herein, the matters set forth in
this  press  release, such as statements as to the expected use of net proceeds,
are  forward-looking  statements  within  the  meaning  of  the  ``safe harbor''
provisions  of  the  Private  Securities  Litigation  Reform  Act of 1995. These
forward-looking statements are subject to risks and uncertainties that may cause
actual  results to differ materially, including market and other conditions that
may  affect  Incyte's  ability  to complete the proposed offering, the impact of
alternative  technological  advances  and  competition,  changes in the focus of
Incyte's  research  and  development activities, developments in litigation, and
other  risks  detailed  from time to time in Incyte's SEC reports, including its
Quarterly  Report  on Form 10-Q for the quarter ended September 30, 1999. Incyte
disclaims  any  intent or obligation to update these forward-looking statements.