SMITHKLINE BEECHAM CORP
15-15D, 1996-07-31
PHARMACEUTICAL PREPARATIONS
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                 SECURITIES AND EXCHANGE COMMISSION

                      Washington, D.C. 20549

                            FORM 15

  Certification and Notice of Termination of Registration under
    Section 12(g) of the Securities Exchange Act of 1934 or
 Suspension of Duty to File Reports Under Sections 13 and 15(d) of
             the Securities Exchange Act of 1934.
                                  Commission File Number    1-4077 
                                                           --------

                 SmithKline Beecham Corporation
               -----------------------------------
      (Exact name of registrant as specified in its charter)

                      One Franklin Plaza
                    Philadelphia, PA  19102
                        (215) 751-4000
                 ----------------------------
        (Address, including zip code, and telephone number,
          including area code, of registrant's principal
                       executive offices)

                         Common Stock
            Cumulative Participating Preferred Stock
         -----------------------------------------------
    (Title of each class of securities covered by this Form)

                            none
        --------------------------------------------------
      (Titles of all other classes of securities for which a
     duty to file reports under section 13(a) or 15(d) remains)

     Please place an X in the box(es) to designate the
appropriate rule provision(s) relied upon to terminate or suspend
the duty to file reports:
    Rule 12g-4(a)(1)(i)  [   ]     Rule 12h-3-(b)(1)(ii)    [   ]
    Rule 12g-4(a)(1)(ii) [   ]     Rule 12h-3(b)(2)(i)      [   ]
    Rule 12g-4(a)(2)(i)  [   ]     Rule 15d-6               [   ]
    Rule 12g-4(a)(2)(ii) [   ]
    Rule 12h-3(b)(1)(i)  [ X ]

     Approximate number of holders of record as of the
certification or notice note:

          Common Stock - 1
          Cumulative Participating Preferred Stock - 0

     Pursuant to the requirements of the Securities Exchange Act
of 1934 SmithKline Beecham Corporation has caused this
certification/notice to be signed on its behalf by the
undersigned duly authorized person.


DATE:  July 30, 1996            BY:   /s/ Donald F. Parman
       ----------------               ---------------------------
                                       Donald F. Parman
                                       Secretary



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