Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Wenqing Yao
 2. Date of Event Requiring Statement (Month/Day/Year)
10/22/2014		 3. Issuer Name and Ticker or Trading Symbol
INCYTE CORP [INCY]
(Last)
(First)
(Middle)
1801 AUGUSTINE CUT-OFF		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Ex VP Discovery Medicinal Chem
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

WILMINGTON, DE 19803		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 36,294 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy)   (2) 01/24/2018 Common Stock 7,850 $ 14.72 D  
Incentive Stock Option (right to buy)   (3) 01/18/2019 Common Stock 3,512 $ 17.79 D  
Non-Qualified Stock Option (right to buy)   (3) 01/18/2019 Common Stock 63,354 $ 17.79 D  
Incentive Stock Option (right to buy)   (4) 02/08/2020 Common Stock 7,458 $ 18.32 D  
Non-Qualified Stock Option (right to buy)   (4) 02/08/2020 Common Stock 62,542 $ 18.32 D  
Incentive Stock Option (right to buy)   (5) 01/20/2021 Common Stock 905 $ 64.55 D  
Non-Qualified Stock Option (right to buy)   (5) 01/20/2021 Common Stock 15,648 $ 64.55 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wenqing Yao
1801 AUGUSTINE CUT-OFF
WILMINGTON, DE 19803		       Ex VP Discovery Medicinal Chem  

Signatures

/s/ Wenqing Yao 11/03/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 10,193 shares underlying restricted stock units ("RSUs") that will vest in full on April 8, 2017, subject to Dr. Yao's continued service with the Issuer through such vesting date. The RSUs may be settled only for shares of common stock on a one-for-one basis.
(2) Beginning January 25, 2011, options become exercisable in 25 installments, with the first 33.33% vesting after one year and the remainder vesting monthly over two years.
(3) Beginning January 19, 2012, options become exercisable in 25 installments, with the first 33.33% vesting after one year and the remainder vesting monthly over two years.
(4) Beginning February 9, 2013, options become exercisable in 25 installments, with the first 33.33% vesting after one year and the remainder vesting monthly over two years.
(5) Beginning January 21, 2014, options become exercisable in 25 installments, with the first 33.33% vesting after one year and the remainder vesting monthly over two years.

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