SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
CIPHERGEN BIOSYSTEMS, INC.
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(Name of Issuer)
Common Stock, $.001 Par Value
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(Title of Class of Securities)
17252Y 10 4
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(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 out 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).
This Amendment No. 2 amends and supplements the Statement on Schedule 13G
electronically filed with the Securities and Exchange Commission (the
"Commission") on February 14, 2001, and subsequent Amendment No. 1 filed with
the Commission on February 14, 2002, with respect of the ownership of securities
of Ciphergen Biosystems, Inc. (the "Initial Statement"). Since reporting person
now holds less than 5% with this filing, further reporting under Schedule 13G
is no longer required.
The undersigned hereby amends and supplements Item 5 of the Initial Statement
with the following information (capitalized terms used herein without definition
shall have the same meaning as set forth in the Initial Statement).
(Continued on following page(s))
CUSIP NO. 17252Y 10 4
17252Y 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*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
England and Wales
5 SOLE VOTING POWER
NUMBER OF 639,442
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON 639,442
WITH
8 SHARED DISPOSITIVE POWER
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
639,442
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.2%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
CUSIP NO. 17252Y 10 4 13G
Item 1. (a). Name of Issuer:
(b). Address of Issuer's Principal Executive Offices:
Item 2. (a). Names of Person Filing:
(b). Address of Principal Business Office:
(c). Citizenship:
(d). Title of Class of Securities:
(e). CUSIP Number:
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 amendment No. 2 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 [X].
In 2003, SRO sold 1,301,720 shares of Common stock.
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person:
Item 7. Identification and Classification of Subsidiaries Which
Acquired the Security Being Reported on by the Parent
Holding Company:
Item 8. Identification and Classification of Members of the Group:
Item 9. Notice of Dissolution of Group:
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 13, 2004.