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 January 16, 2008
 Kenneth S. Boger
Senior Vice President and General Counsel
Vertex Pharmaceuticals Incorporated 130 Waverly Street Cambridge, Massachusetts 02139
Re: Vertex Pharmaceuticals Incorporated  Definitive Proxy Statement
Filed April 12, 2007
 File No. 000-19319
 Dear Mr. Boger:
We have reviewed your response letter  dated October 23, 2007 and have the
following comments.  Please respond to our  comments by January 30, 2008 or tell us by
that time when you will provide us with a re sponse.  If the comments request revised
disclosure in future filings, please confir m in writing that you will comply with the
comments in your future filings and also ex plain to us how you intend to comply.  We
welcome any questions you may have about our comments or any other aspect of our review.  1. We note from the first paragraph of your  response to prior comment 4, in the
sentence which begins "[f]or example," you have provided additional detail regarding the company-wide goals that we re established in order for the named
executive officers to earn their respectiv e annual cash bonus and equity awards.
Please confirm that, in addition to the gr eater detail that you have undertaken to
make with respect to the difficulty of achieving the annual performance goals, your future filings, to the extent applicable , will include at least as much detail as
you have provided in the portion of your res ponse that we have noted and that you
will provide all information with respect to  these goals that is material to your
shareholders' understanding of your compensation policies and decisions with respect to your named executive officers.
 2. We note your response to prior comment 7.  Please confirm that you will include
the disclosure in your future filings, as applicable, that was requested by that comment to the extent that it could affect  a fair understanding of any of the named
executive officer's compensation for the la st fiscal year.  In addition, for each
specific target that you believe you have a ba sis to omit, please provide us with a
more detailed analysis of how disclosure  of the specific quantitative or qualitative

Vertex Pharmaceuticals Incorporated
January 16, 2008 Page 2
company-wide and individual performance goals would result in competitive harm.  Disclosure in the proxy statemen t and your response suggests that there
may be a significant number of company-wi de and individual performance goals,
yet your response only makes a brief competitive harm argument as to those performance goals that you deem to be  trade secrets and does not provide a
competitive harm argument as to the subset of performance goals you do not
consider to be confidential trade secrets.  Identify in a response letter to us the
specific company-wide and individual goals  you consider to be trade secrets and
explain in detail how a competitor could either use such information to cause you commercial harm or derive other informati on from such goals that could then be
used to negatively impact the company.  Provide a similar discussion for those
goals you do not consider to be confiden tial trade secrets, such as financial
objectives and as noted on page 15 of your disclosure, “other aspects of company
performance that [you] belie ve drive stockholder value.”
 3. We note your responses to prior comments 5 and 7.  Item 402(b)(2)(vii) of
Regulation S-K requires that a company disclose, if material, how specific forms
of compensation are structured and imp lemented to reflect a named executive
officer’s individual performance and/or indi vidual contribution.  As part of this, a
company must identify the elements of individual performance and/or
contribution that are taken into account.  As such, to the extent material, you need
to describe each of the individual perfo rmance goals that were in place for each
named executive officer and how each named executive officer actually performed relative to such individual goals.  Please confirm you will do so in future filings.
 4. We note your response to prior comment 9 and we disagree with your conclusion
that disclosure of the spec ific target prices in the proxy statement would not be
material to your shareholders' understanding of the level of executive compensation.  Please either confirm you will disclose in future filings the specific target prices or provide us with  the competitive harm analysis requested
in prior comment 9.
 5. We note your response to prior comment 11.  While we appreciate the concern
that inclusion of the defi nitions of the referenced  legal terms in the proxy
statement may potentially complicate your disclosure, referring your shareholders
to the applicable agreement with each named executive officer for the meanings
of such terms is not consistent with th e guidelines discussed in Section VI of
Commission Release 33-8732A.  However, in light of your concerns, it would
appear appropriate to follow the guidelines in the Commission Release regarding use of a glossary.  In future filings, please include the meanings of the defined terms in a glossary or other section of your document rather than referencing your
shareholders to the agreements that have been previously filed with the

Vertex Pharmaceuticals Incorporated January 16, 2008 Page 3
Commission.  To mitigate your concerns, c onsider including such glossary in a
section other than your compensation disc ussion and analysis, but clearly refer
your shareholders to that section.

If you have any questions, pleas e contact me at (202) 551-3635.
         S i n c e r e l y ,             T i m  B u c h m i l l e r          S e n i o r  A t t o r n e y