As filed with the Securities and Exchange Commission on June 18, 2004

Registration No. 333-51625

1100 Olive Way, Suite 100
Seattle, Washington 98101
(206) 623-7612
(Address, Including Zip Code, and Telephone Number Including Area Code, of
Registrant’s Principal Executive Offices)

     If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box. o

     If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box. o

     If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act of 1933, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o                                

     If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act of 1933, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. o                                

     If delivery of the prospectus is expected to be made pursuant to Rule 434, please check the following box. o

DEREGISTRATION OF SECURITIES

     This Post-Effective Amendment No. 3 relates to the Registration Statement on Form S-3 (No. 333-51625) of Targeted Genetics Corporation, which registered for resale from time to time 13,000,000 shares of common stock issued to the shareholders named in the Registration Statement. The Registration Statement was declared effective by the Securities and Exchange Commission on June 22, 1998 and was amended on August 4, 1998 and December 10, 1999.

     Our contractual obligation to maintain the effectiveness of the Registration Statement has terminated. In accordance with the undertaking contained in Part II, Item 17(A)(3) of the Registration Statement pursuant to Item 512(a)(3) of Regulation S-K, we are filing this Post-Effective Amendment No. 3 to remove from registration all of the shares covered by the Registration Statement, as amended, that remain unsold.

     With this Post-Effective Amendment No. 3 to the Registration Statement, we hereby deregister all of the shares of our common stock covered by the Registration Statement, as amended, that remain unsold as of the date of this Post-Effective Amendment No. 3.

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SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 3 to be signed on its behalf by the undersigned, thereunder duly authorized, in the city of Seattle, state of Washington, on the 18th day of June, 2004.

     Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed by the following persons in the capacities indicated below on June 18, 2004.