Annual Review
The Annual Review is a summary report and does not contain sufficient information to allow as full an understanding of the results and state of affairs of the Group as is provided by the full Annual Report. Shareholders requiring more detailed information may obtain, free of charge, a copy of the Annual Report for 2002 and may also elect to receive a copy of the Annual Report in future years – refer to Shareholder information.

The Independent Auditors’ report on the full financial statements of the Group for the year ended 31st December 2002 is unqualified and does not contain any statement concerning inadequate accounting records or failure to obtain necessary information and explanations.

Summary financial statements
A columnar presentation has been adopted in the Summary consolidated profit and loss account in order to illustrate business performance which is the primary measure used by management. For this purpose certain items are identified separately and are excluded from business performance. These comprise merger items, including merger related product divestments, costs relating to previously announced manufacturing and other restructuring, and disposal of businesses. Business performance is discussed in the Business operating review.

Information is provided for US shareholders in accordance with the requirements of the New York Stock Exchange. The Summary financial statements under UK Generally Accepted Accounting Principles (GAAP) are presented in US$ as well as in sterling. Earnings and shareholders’ funds are also restated in accordance with US GAAP.

Statement by the Directors
The Annual Review 2002 is the Summary Directors’ Report and includes the Summary financial statements of GlaxoSmithKline plc for the year ended 31st December 2002, which is published in hard-copy printed form and on the website. The Business operating review, the Summary financial statements, the Summary remuneration report and the Statement on corporate governance are summaries of information in the Annual Report.

The Directors are responsible for the maintenance and integrity of the Annual Review on the website in accordance with the UK legislation governing the preparation and dissemination of financial statements. Access to the website is available from outside the UK, where comparable legislation may be different.

Corporate governance
The Combined Code – Principles of Good Governance and Code of Best Practice is specified by the Listing Rules of the Financial Services Authority for the guidance of listed companies. The Board considers that throughout 2002 and up to the date of approval of this review, GlaxoSmithKline plc applied the principles of the Combined Code and, with the exception of matters where the company’s position is described in the Annual Report, complied with the provisions of the Combined Code, and the guidance on internal control issued by the Turnbull Committee.

The Annual Review, including Summary financial statements, has been approved by the Board of Directors and signed on its behalf by

Sir Christopher Hogg,
Chairman
10th March 2003

Independent auditors’ statement to the members of GlaxoSmithKline plc
We have examined the Summary financial statements which comprise the Summary consolidated profit and loss account, balance sheet and cash flow statement and the summarised Directors’ report including the summarised remuneration report.

Respective responsibilities of Directors and auditors
The Directors are responsible for preparing the Annual Review in accordance with applicable law. Our responsibility is to report to you our opinion on the consistency of the Summary financial statements within the Annual Review with the Annual financial statements, the Directors’ report and the Directors’ remuneration report, and its compliance with the relevant requirements of Section 251 of the United Kingdom Companies Act 1985 and the regulations made thereunder. We also read the other information contained in the Annual Review and consider the implications for our report if we become aware of any apparent misstatements or material inconsistencies with the Summary financial statements.

This statement, including the opinion, has been prepared for and only for the company’s members as a body in accordance with Section 251 of the Companies Act 1985 and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this statement is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

Basis of opinion
We conducted our work in accordance with Bulletin 1999/6, ‘The auditors’ statement on the Summary financial statement’ issued by the Auditing Practices Board for use in the United Kingdom.

Opinion
In our opinion the Summary financial statements are consistent with the Annual financial statements, the Directors’ report and the Directors’ remuneration report of GlaxoSmithKline plc for the year ended 31st December 2002 and complies with the applicable requirements of Section 251 of the Companies Act 1985 and the regulations made thereunder.

PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
Southwark Towers, London, England,
10th March 2003