SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549

                                 SCHEDULE 13G

                   Under the Securities Exchange Act of 1934
                             (Amendment No. )*

                              THERAVANCE, INC.
                   -------------------------------------------------------------
                                (Name of Issuer)

                         Common Stock, $.01 Par Value
                   -------------------------------------------------------------
                        (Title of Class of Securities)

                                  88338T 10 4
                   -------------------------------------------------------------
                                (CUSIP Number)

                              December 31, 2004
                   -------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the following box to designate the rule pursuant to which this Schedule is
filed:

            Rule 13d-1(b)
            Rule 13d-1(c)
          x Rule 13d-1(d)

*The remainder of this cover page shall be filled our for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).


                                                (Continued on following page(s))






CUSIP NO. 88338T 10 4               13G

1        NAME OF REPORTING PERSON
         S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON GlaxoSmithKline plc

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

         (a) [ ] (b) [ ]

3        SEC USE ONLY

4        CITIZENSHIP OR PLACE OF ORGANIZATION
         England and Wales

                                            5        SOLE VOTING POWER
  NUMBER OF                                 -0-
     SHARES
BENEFICIALLY                        6       SHARED VOTING POWER
  OWNED BY                                           9,401,498 Class A Common
       EACH
   REPORTING                        7       SOLE DISPOSITIVE POWER
     PERSON                                          -0-
      WITH
8        SHARED DISPOSITIVE POWER
                            9,401,498 Class A Common

9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         9,401,498 Class A Common

10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
         [  ]

11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
         17.7%

12       TYPE OF REPORTING PERSON*
         CO


                      *SEE INSTRUCTION BEFORE FILLING OUT!

CUSIP NO. 88338T 10 4               13G


Item 1.           (a).              Name of Issuer:

                                    Theravance, Inc.

                  (b). Address of Issuer's Principal Executive Offices:

                                    901 Gateway Boulevard
                                    South San Francisco, CA  94080

Item 2.           (a).              Names of Person Filing:

                                    GlaxoSmithKline plc

                  (b). Address of Principal Business Office:

                                    980 Great West Road
                                    Brentford
                                    Middlesex
                                    TW8 9GS  ENGLAND

                  (c). Citizenship:

                                    England and Wales

                  (d). Title of Class of Securities:

                                    Class A Common

                  (e). CUSIP Number:

                                    88338T 10 4


Item 3.                             Not Applicable.


Item 4.                             Ownership.

                                    The information in items 1 and 5 through 11
                                    on the cover pages (page 2) on Schedule 13G
                                    is hereby incorporated by reference.


Item 5.                            Ownership of Five Percent or Less of a Class:

                                    If this statement is being filed to report
                                    the fact that as of the date hereof the
                                    reporting person has ceased to be the
                                    beneficial owner of more than five percent
                                    of the class of securities, check the
                                    following [ ].


Item 6.                             Ownership of More Than Five Percent on
                                    Behalf of Another Person:

                                    The following companies are indirect,
                                    wholly-owned subsidiaries of Reporting
                                    Person and owners of record for 9,401,498
                                    Class A Common shares, collectively:

               Owner of Record                                     No. of Shares
               SmithKline Beecham Corporation                          6,820,853
               Glaxo Group Limited                                     2,580,645


Item 7.                             Identification and Classification of
                                    Subsidiaries Which Acquired the Security
                                    Being Reported on by the Parent Holding
                                    Company:

                                    Not applicable.


Item 8.                             Identification and Classification of Members
                                    of the Group:

                                    Not applicable.


Item 9.                             Notice of Dissolution of Group:

                                    Not Applicable


Item 10.                   Certification:

                                    By signing below I certify that, to the best
                                    of my knowledge and belief, the securities
                                    referred to above were acquired and are not
                                    held for the purpose of or with
                                    the effect of changing or influencing the
                                    control of the issuer of such securities and
                                    were not acquired in connection with or as a
                                    participant in any transaction having such
                                    purpose or effect.

                                    Signature:

                                    After reasonable inquiry and to the best of
                                    my knowledge and belief, I certify that the
                                    information set forth in this statement is
                                    true, complete and correct.

                                                     GLAXOSMITHKLINE PLC


                               By: ____/S/_______
                                  S.M. Bicknell
                                                              Company Secretary

Dated:   February 11, 2005