SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
CYTOKINETICS, INCORPORATED
-------------------------------------------------------------
(Name of Issuer)
Common Stock, $.001 Par Value
-------------------------------------------------------------
(Title of Class of Securities)
23282W 10 0
-------------------------------------------------------------
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on the
file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has no amendment subsequent thereto
reporting beneficial ownership of five percent or less of such class.) (See Rule
13d-7.)
*The remainder of this cover page shall be filled our for a reporting person's
initial filing of 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. 23282W 10 0 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*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
England and Wales
5 SOLE VOTING POWER
NUMBER OF 2,042,610
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 2,042,610
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,042,610
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.6%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
CUSIP NO. 23282W 10 0 13G
Item 1. (a). Name of Issuer:
Cytokinetics, Incorporated
(b). Address of Issuer's Principal Executive
Offices:
280 East Grand Avenue
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:
Common stock.
(e). CUSIP Number:
23282W 10 0
Item 3. If this statement is filed pursuant to
ss.ss.240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a:
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:
In June 2001, Glaxo Wellcome International
B.V., an indirect wholly-owned subsidiary of
Reporting Person purchased 2,333,334 shares
of Series D preferred stock which was
converted into 1,204,149 shares of common
stock in connection with the May 2004
initial public offering of common stock of
the Issuer (the "IPO"). In March 2003, Glaxo
Group Limited ("GGL"), a wholly-owned
subsidiary of Reporting Person purchased
600,000 shares of Series E preferred stock
which was converted into 300,000 shares of
common stock in connection with the IPO.
Immediately prior to IPO, GGL made an
additional private purchase of 538,461
shares of common stock.
GGL is now the owner of record for 2,042,610
shares.
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.M. Bicknell
Company Secretary
Dated: May 20, 2004