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    [TARGETED
      GENETICS LETTERHEAD]

    November
      13, 2007

    VIA
      FACSIMILE
      (202) 772-9217 AND EDGAR

    Jeffrey
      Riedler

    Assistant
      Director

    Division
      of Corporation Finance

    U.S.
      Securities and Exchange Commission

    Division
      of Corporation Finance

    100
      F
      Street, N.E., Mail Stop 6010

    Washington,
      D.C. 20549

              Re:

              Targeted
                Genetics Corporation

              Schedule
                14A - Filed November 6, 2007

              File
                No. 0-23930

    Dear
      Mr.
      Riedler:

    This
      letter sets forth the response of Targeted
      Genetics Corporation,
      a
      Washington corporation (the “Company”),
      to
      the comments set forth in the Staff’s letter dated November 8, 2007 in
      connection with the Company’s preliminary proxy statement on Schedule 14A (the
“Preliminary
      Proxy Statement”),
      filed
      with the Securities and Exchange Commission (the “Commission”)
      on
November
      6, 2007. For ease of reference, we have set forth each comment in the Staff’s
      letter followed by the Company’s response. In addition, we have attached as
      Exhibit A to this letter, a redline copy of the changed page to the Preliminary
      Proxy Statement (the “Revised
      Proxy Statement”),
      showing the changes to the disclosure that the Company proposes in response
      to
      the Staff’s comments. Upon approval of the Staff, we will file and mail a
      definitive proxy statement (the “Definitive
      Proxy Statement”)
      incorporating these changes.

    Preliminary
      Proxy Statement on Schedule 14A

    Proposal
      Two, page 4

    Comment
      No. 1

    We
      note
      you seek to increase the authorized shares of preferred stock from 600,000
      to
      10,000,000. You also list various potential uses for the additional
      shares.

              ·

              Please
                include a definitive statement as to whether or not the company currently
                has any plans to issue any of the preferred shares that would be
                authorized through this proposal.

      Mr.
        Jeffrey Riedler

      November
        13, 2007

      Page
        2

              ·

              If
                the company has any plans to issue any of the shares, please describe
                the
                plans to the extent they have been determined, quantify the approximate
                number of shares associated with each such plan, and describe the
                rights
                and preferences that will be assigned to the preferred
                stock.

    Response
      No. 1

    The
      Company will update the disclosure in its Definitive Proxy Statement in the
      section entitled “Proposal Two” to include the following: “We currently do not
      have any definitive and present plans, commitments or understandings that would
      require the issuance of additional shares of preferred stock.” See the updated
      disclosure in the section entitled “Proposal Two” in the Revised Proxy
      Statement.

    As
      the
      Company does not have any definitive and present plans, commitments or
      understandings that would require the issuance of additional shares of preferred
      stock, the second part of the Staff's first comment is not
      applicable.

    Comment
      No. 2

    Since
      you
      are proposing to authorize additional shares of preferred stock, it appears
      you
      may be required, pursuant to Item 11(e) of Schedule 14A, to provide financial
      statements and other information described in Item 13 of Schedule 14A. Please
      include this information in your proxy statement or provide us with an analysis
      explaining why this information is not necessary. See Instruction 1 to Item
      13
      of Schedule 14A.

    Response
      No. 2

    As
      the
      Company does not have any definitive and present plans, commitments or
      understandings that would require the issuance of additional shares of preferred
      stock, in accordance with Instruction 1 to Item 13 of Schedule 14A, no
      additional disclosure is required in connection with the Staff's second
      comment.

    Additionally,
      as requested by the Staff, the Company acknowledges that:

              ·

              the
                Company is responsible for the adequacy and accuracy of the disclosure
                in
                the filing;

              ·

              Staff
                comments or changes to disclosure in response to Staff comments do
                not
                foreclose the Commission from taking any action with respect to the
                filing; and

              ·

              the
                Company may not assert Staff comments as a defense in any proceeding
                initiated by the Commission or any person under the federal securities
                laws of the United States.

      Mr.
        Jeffrey Riedler

      November
        13, 2007

      Page
        3

    Please
      direct all orders and notices issued in response to this letter to the
      undersigned. If you have any questions, please contact the undersigned at (206)
      521-7881 or Mike Piraino at (206) 839-4374.

    Respectfully
      submitted,

    /s/
      David
      J. Poston

    David
      J.
      Poston

    Vice
      President and Chief Financial Officer

    Targeted
      Genetics Corporation

              cc:

              Stephen
                M. Graham, Orrick, Herrington & Sutcliffe LLP

              Michael
                C. Piraino, Orrick, Herrington & Sutcliffe
                LLP

    EXHIBIT
      A

    REVISED
      PROXY STATEMENT

    (see
      attached)

    PROPOSAL
      TWO

    AMENDMENT
      TO OUR RESTATED
      ARTICLES

    TO
      INCREASE THE NUMBER OF AUTHORIZED SHARES OF PREFERRED
      STOCK

    Our
      Board
      of Directors has approved, and recommends that our shareholders approve, an
      amendment to our Restated Articles in substantially the form attached to this
      proxy statement as Annex B. The current number of authorized shares of
      preferred stock of the Company is 600,000 shares and, as of the record date,
      no
      shares of our preferred stock were outstanding. The proposed amendment would
      increase the number of authorized shares of preferred stock of the Company
      to
      10,000,000 shares. If approved by our shareholders, the amendment will
      become effective upon its filing with the Secretary of State of
      Washington.

    We
      propose to increase the number of authorized shares of our preferred stock
      to
      10,000,000 to enable us to consider potential future issuances of stock that
      may
      be desirable or necessary to accommodate our business plan. Preferred stock
      gives our Board of Directors more flexibility in structuring the equity of
      the
      Company because they can control the designations, powers, preferences and
      relative, participating, optional or other rights and the qualifications,
      limitations or restrictions of the class or series issued. We may use the
      additional shares to fund our continuing operations by raising additional
      capital through future issuances of securities. We may also issue additional
      shares of preferred stock in connection with the acquisition of complementary
      businesses or technologies or for other general corporate purposes.

    Once
      authorized, the additional shares of preferred stock may be issued upon the
      approval of our Board of Directors but without further approval of our
      shareholders, unless shareholder approval is required under any applicable
      law
      or rule of any securities market on which our securities are traded. Our Board
      of Directors will have the same powers with respect to the additional shares
      of
      preferred stock to be authorized as with the currently authorized preferred
      stock. The Board of Directors is empowered to authorize, by resolution or
      resolutions from time to time the issuance of one or more classes or series
      of
      preferred stock and to fix the designations, powers, preferences and relative,
      participating, optional or other rights, if any, including those superior to
      existing classes of stock, and the qualifications, limitations or restrictions
      thereof, if any, with respect to each such class or series of preferred stock
      and the number of shares constituting each such class or series, and to increase
      or decrease the number of shares of any such class or series to the extent
      permitted by the Washington Business Corporations Act, as amended from time
      to
      time. The issuance of such additional authorized shares of preferred stock
      could
      affect the voting rights of our current shareholders because there could be
      an
      increase in the number of outstanding shares entitled to vote on corporate
      matters, including the election of directors, if and when such shares of
      preferred stock are issued in the future and if such preferred shares are given
      voting rights. Such additional issuance could also result in dilution of the
      share holdings of existing shareholders. The holders of our preferred stock
      would not be entitled to preemptive rights with respect to the issuance of
      additional shares of our common stock or securities convertible into or
      exercisable for our common stock.

        The
          increase in the number of authorized shares of preferred stock and the
          subsequent issuance of all or a portion of those shares could have the
          effect of
          delaying or preventing a change of control without further action by the
          shareholders. Subject to applicable law and stock exchange requirements,
          we
          could issue shares of authorized and unissued preferred stock in one or
          more
          transactions that would make a change of control more difficult and therefore
          less likely. Any issuance of additional shares could have the effect of
          diluting
          the stock ownership and voting rights of an entity seeking to obtain control
          of
          Targeted Genetics. We currently do not have any definitive and present
          plans,
          commitments or understandings that would require the issuance of additional
          shares of preferred stock.

    The
      amendment in Annex B has been drafted assuming only this proposal is approved
      by
      the shareholders. If both Proposal One and Proposal Two are approved by the
      shareholders, the amendment that will be filed with the Washington Secretary
      of
      State will incorporate both amendments.

    Approval
      of this amendment requires the affirmative vote of a majority of the outstanding
      shares of common stock. Abstentions and broker non-votes will have the same
      effect as votes against this proposal.

    Our
      Board
      of Directors believes that approval of this amendment is in the best interest
      of
      our shareholders and that this amendment is necessary to provide us with the
      flexibility to pursue additional capital financing opportunities and licensing
      and other strategic transactions. If this amendment is not approved, we may
      have
      insufficient shares of preferred stock authorized to complete these types of
      transactions in the future and to carry out our business plan.

    The
      Board of Directors recommends that you vote

    FOR
      Proposal Two.