Director Shareholding

GlaxoSmithKline PLC
13 February 2004


                              Director's Interests

The three year performance period for the Performance Share Plan Awards granted
on 29th March 2001, commenced on 1st January 2001 and came to an end on the 31st
December 2003. The Remuneration Committee of the Board of GlaxoSmithKline plc
considered the performance achieved during this period and determined that 50%
of these Awards would vest on the 12th February 2004.


There were two performance conditions attached to this award, the first
condition compared GlaxoSmithKline's total shareholder return (TSR) with the TSR
of companies in the FTSE 100 index. For any of the awards to vest under this
condition, GlaxoSmithKline had to rank at least 50th against the index
companies. None of the awards subject to this condition vested as
GlaxoSmithKline was ranked at 51st position. The second condition, which applied
to the balance of the award, was achieved in full. The condition required
GlaxoSmithKline's business performance earnings per share growth, excluding
currency and exceptional items, to be at least nine percentage points more than
the increase in the UK Retail Price Index over the three year performance
period.


Consequently, I give below changes in the interests of the following directors
over Ordinary Shares and American Depositary Shares of GlaxoSmithKline plc. The
Company and the Directors were informed of these changes on 12th February 2004.


Dr J-P Garnier       Final Award of 35,000 ADS Ordinary shares in the Company. 
                     Dr Garnier has elected to defer this award until 
                     retirement. Dr Garnier sold 508 of these at $43.2492 to 
                     meet the Medicare liability that arises in the US on the 
                     vesting of such awards.

Dr Tachi Yamada      Final Award of 10,000 ADS Ordinary Shares in the Company. 
                     Dr Yamada subsequently sold 3,199 of these at $43.2492 to 
                     meet the resultant tax liability.

Mr John Coombe       Final Award of 20,000 Ordinary Shares in the Company. Mr 
                     Coombe subsequently sold 8,200 of these at £11.07 to meet 
                     the resultant tax liability.


S M Bicknell
Company Secretary

13 February 2004


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