Mail Stop 6010

Via Facsimile and U.S. Mail


August 8, 2005

Mr. Roland Sackers
Deputy Managing Director,
Chief Financial Officer
QIAGEN N.V.
Spoorstraat 50
The Netherlands
011-31-77-320-8400

      Re:	QIAGEN N.V.
		Form 20-F for Fiscal Year Ended December 31, 2004
	            File No. 000-28564

Dear Mr. Sackers:

      We have limited our review of your filing to the issues we
have
addressed in our comments. In our comments, we ask you to provide
us
with information so we may better understand your disclosure.
After
reviewing this information, we may raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.


Consolidated Financial Statements

Notes to Consolidated Financial Statements

4. Acquisitions and Disposals, page F-6

1. Based upon your disclosure, it would appear that you have only
acquired the major assets of MSI and not the business itself.  As
such, please explain why you recorded goodwill of $15.3 million.
If
management has determined that the acquisition constitutes a
business, please provide us your analysis which appropriately
references the guidance established in EITF 98-3.

2. Please explain why you did not report the disposition of your
synthetic DNA business unit, a subsidiary, in discontinued
operations.  Provide us your analysis of the guidance in SFAS 144
to
determine if the disposition should have been reported in
discontinued operations.

6. Variable Interest Entities, page F-18

3. Please explain in greater detail why QIAGEN Finance is a
variable
interest entity with no primary beneficiary as it appears that you
own 100% of the company and you record 100% of any gains or losses
generated by the company.  Provide us your analysis of the
relationship between QIAGEN Finance and you in accordance with FIN
46R, which supports the current accounting treatment, equity
method
investment.

8.  Marketable Securities, page F-19

4. Please explain why you do not classify your marketable
securities
as trading securities when you specifically disclose that your
holdings are short term and you plan to sell them in order to take
advantage of market timing.  It would appear that meets the
criteria
establish in paragraph 12a of SFAS 115.

9. Property, Plant and Equipment, page F-20

5. Given that the state and county loans are forgiven upon your
achievement of certain employment levels, please provide your
justification for converting the loans to grant revenue based upon
a
ratio of actual employment level to the target level as opposed to
recording the forgiveness upon achieving the target employment
levels.  In your response, please specifically confirm the amounts
previously converted are indeed forgiven and cite the accounting
literature you relied upon.


*    *    *    *

      Please respond to the comment within 10 business days or
tell
us when you will provide us with a response.  Please furnish a
letter
that keys your response to our comment and provides requested
information.  Detailed letters greatly facilitate our review.
Please
file your letter on EDGAR under the form type label CORRESP.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filing includes all information required under the Securities and
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

	In connection with responding to our comment, please provide,
in
your letter, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* 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.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact Todd Sherman, Staff Accountant, at 202-551-
3665
or Kevin Woody, Branch Chief, at 202-551-3629 if you have
questions
regarding the comment.  In this regard, do not hesitate to contact
me, at (202) 551-3679.

							Sincerely,



							Jim B. Rosenberg
						Senior Assistant Chief Accountant
??

??

??

??

Roland Sackers
QIAGEN N.V.
August 8, 2005
Page 3