Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN 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 *
MEANWELL CLIVE
  2. Issuer Name and Ticker or Trading Symbol
MEDICINES CO /DE [MDCO]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last)
(First)
(Middle)
THE MEDICINES COMPANY, 8 CAMPUS DRIVE
3. Date of Earliest Transaction (Month/Day/Year)
11/02/2004
(Street)

PARSIPPANY, NJ 07054
4. If Amendment, Date Original Filed(Month/Day/Year)
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/02/2004   M   880 A $ 1.23 19,961 D  
Common Stock 11/02/2004   M   9,120 A $ 1.23 19,961 D  
Common Stock (1) 11/02/2004   S   4,961 D $ 27.4 19,961 D  
Common Stock (1) 11/02/2004   S   5,039 D $ 27.5 19,961 D  
Common Stock 11/03/2004   M   10,000 A $ 1.23 19,961 D  
Common Stock (1) 11/03/2004   S   10,000 D $ 28 19,961 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (right to buy) $ 1.23 11/02/2004   M     880 11/02/2004(2) 12/15/2008 Common Stock 880 $ 0 0 D  
Option (right to buy) $ 1.23 11/02/2004   M     9,120 11/02/2004(3) 01/11/2010 Common Stock 9,120 $ 0 61,325 D  
Option (right to buy) $ 1.23 11/03/2004   M     10,000 11/03/2004(4) 01/11/2010 Common Stock 10,000 $ 0 51,325 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MEANWELL CLIVE
THE MEDICINES COMPANY
8 CAMPUS DRIVE
PARSIPPANY, NJ 07054
  X     Chief Executive Officer  

Signatures

 Clive A. Meanwell   11/04/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(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) The common stock sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 program adopted by Dr. Meanwell on September 15, 2004.
(2) As of 11/2/2004, the orginal grant (18,980 shares granted on 12/15/1998) was fully vested. After the exercise of the options hereby, as of 11/2/2004, all of the shares covered by this option were exercised.
(3) As of 11/2/2004, the orginal grant (70,445 shares granted on 1/11/2000) was fully vested. After the exercise of the options hereby, as of 11/2/2004, 61,325 shares covered by this option were vested but not exercised.
(4) As of 11/3/2004, the orginal grant (70,445 shares granted on 1/11/2000) was fully vested. After the exercise of the options hereby, as of 11/3/2004, 51,325 shares covered by this option were vested but not exercised.

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