UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549




FORM 8-K

CURRENT REPORT


Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934.








Date of Report: June      29, 2007

(Date of earliest event reported)




Theravance, Inc.

(Exact name of registrant as specified in its charter)





Delaware

(State or other jurisdiction 
of incorporation)


000-30319

(Commission File Number)


94-3265960

(IRS Employer 
Identification Number)






901 Gateway Boulevard, South San Francisco, CA

(Address of principal executive offices)

 

94080

(Zip Code)




650-808-6000
(Registrant's telephone number, including area code)




Not Applicable
(Former Name or Former Address, if changed since last report)








Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

 
x Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

  







Item Item 8.01  Other Events.


On June 29, 2007, Theravance, Inc. announced that GlaxoSmithKline plc ("GSK") has elected not to exercise the call right granted to GSK as part of the companies' 2004 Strategic Alliance to acquire 50% of Theravance's outstanding common stock for $54.25 per share.  A copy of the press release is filed as Exhibit 99.1 to this report and is incorporated herein by reference.




Item 9.01. Financial Statements and Exhibits



(d) Exhibits

             99.1       Press Release of Theravance, Inc. dated June      29, 2007






SIGNATURE


      Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be
              signed on its behalf by the undersigned hereunto duly authorized.








Dated: June      29, 2007



THERAVANCE, INC.


By:  /s/ Rick E Winningham                       

     

     








Exhibit Index



Exhibit No.
Description


99.1
Press Release of Theravance, Inc. dated June      29, 2007