X0303 4 2008-07-01 0000904973 GTC BIOTHERAPEUTICS INC GTCB 0001356201 Scotland Richard A C/O GTC BIOTHERAPEUTICS, INC. 175 CROSSING BOULEVARD FRAMINGHAM MA 01702 0 1 0 0 Senior VP, Regulatory Affairs Common Stock 2008-07-01 4 A 0 30600 0 A 112574 D Common Stock 23781 I By 401(k) Plan Represents shares of the Issuer's Common Stock issuable upon conversion of restricted stock units granted on July 1, 2008 pursuant to the Issuer's 2008 Retention Incentive Plan and issued under the Issuer's 2002 Equity Incentive Plan, as amended and restated. The restricted stock units will vest and settle on June 30, 2009. /s/ Nathaniel S. Gardiner as attorney-in-fact for Richard A. Scotland 2008-07-03