CERTIFICATE OF ELIMINATION OF
THE
SERIES A JUNIOR PARTICIPATING PREFERRED STOCK
OF HUMAN GENOME SCIENCES, INC.
Pursuant to Section 151(g) of
the General Corporation Law of the State of Delaware
Human Genome Sciences, Inc., a corporation
organized and existing under the laws of the State of Delaware (the
“ Corporation ”), in accordance with the
provisions of Section 151(g) of the General Corporation Law of the
State of Delaware, hereby certifies as follows:
1. That, pursuant to Section 151 of
the General Corporation Law of the State of Delaware and authority
granted in the Certificate of Incorporation, as amended, of the
Corporation, the Board of Directors of the Corporation (the “
Board ”), by resolution duly adopted, authorized the
issuance of a series of Thirty Thousand (30,000) shares of
Preferred Stock of the Corporation designated as Series A
Junior Participating Preferred Stock, par value $0.01 per share
(the “ Series A Preferred Stock ”), and
established the voting powers, preferences and relative,
participating, optional and other special rights, and the
qualifications, limitations and
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