Exhibit 10.1

*Certain confidential information contained in this document, marked by
brackets, has been omitted and filed with the Securities and Exchange Commission
pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

CORIXA CORPORATION
1124 Columbia Street, Suite 200
Seattle WA 98104, USA
ATTENTION: STEVE GILLIS

RE:     CLARIFICATIONS SOUGHT IN CONNECTION WITH THE MULTI-FIELD VACCINE
        DISCOVERY COLLABORATION AND LICENSE AGREEMENT, ENTERED INTO SEPTEMBER 1,
        1998, BETWEEN CORIXA CORPORATION("CORIXA") AND SMITHKLINE BEECHAM PLC
        ("GSK") AS AMENDED (THE "AGREEMENT")

Dear Steve:

As we discussed at the Collaboration Steering Committee meeting held June 12,
2001, Corixa and GSK wish to confirm hereby their understanding regarding the
maintenance of GSK's exclusive rights in Fields with respect to which GSK begins
Clinical R&D and the definition of "Therapeutic Drug Monitoring" or "TDM".
Please note that capitalized terms not otherwise defined in this letter shall
have the meanings ascribed to them in the Agreement.

Following is our understanding of the terms and conditions under which GSK
maintains the exclusive rights and licenses in a particular Field where GSK
begins Clinical R&D with a particular Active Immune Response Product or Passive
Immune Transfer Product prior to the lapse of the Intended Clinical Delay:

1.      If GSK begins Clinical R&D with an Active Immune Response Product or
        Passive Immune Transfer Product containing at least one (1) [*] and/or
        [*] for use in the [*] Field, i.e. [*] in humans, subject to Corixa's
        right to terminate the Agreement as provided for in Section 17 thereof,
        GSK shall be deemed to have begun Clinical R&D in the [*] but not also
        in the [*] Field and all rights and licenses granted to GSK pursuant to
        Section 5 with respect to the [*] but not also with respect to the [*]
        Field shall be valid in accordance with the terms of the Agreement for
        so long as GSK is engaged in Clinical R&D, further clinical development
        or commercialisation of at least one (1) Active Immune Response Product
        or Passive Immune Transfer Product in the [*], as per the Agreement.

2.      For any field other than [*], if GSK begins Clinical R&D with an Active
        Immune Response Product or Passive Immune Transfer Product containing a
        Corixa Antigen and/or R&D Program Antigen, other than a [*], which has
        been discovered or identified within the framework of an R&D Program in
        a particular Field ("Field 1") and has been selected as a Viable
        Clinical Development Candidate for human clinical studies conducted in
        another Field ("Field 2"), subject to Corixa's right to terminate the
        Agreement as provided for in Section 17 thereof, GSK shall be deemed to
        have begun Clinical R&D in both Field 1 and Field 2 and the rights and
        licenses granted to GSK

--------
* Confidential treatment requested.


                                        1


        pursuant to Section 5 with respect to both Fields shall be valid in
        accordance with the terms of the Agreement for so long as GSK is engaged
        in Clinical R&D, further clinical development or commercialisation of at
        least one (1) Active Immune Response Product or Passive Immune Transfer
        Product in Field 1 or in Field 2, as per the Agreement.

We agreed to clarify the definition of "Therapeutic Drug Monitoring" or "TDM"
contained in Section 1 (xxxxx) of the Agreement to read as follows :

3.      "Therapeutic Drug Monitoring" (or "TDM") shall mean the use of
        Antigen(s) solely for the purpose of [*] for an Active Immune Response
        Product and/or a Passive Immune Transfer Product that incorporates or is
        based on such Antigen(s), or for [*] such Active Immune Response Product
        and/or Passive Immune Transfer Product, as applicable, either during the
        [*] of such Active Immune Response Product and/or Passive Immune
        Transfer Product, as applicable, or following [*] thereof.

        For further clarification, a TDM Product can only be [*].

If Corixa agrees to the foregoing, please have the enclosed duplicate original
of this letter executed as indicated below and returned to my attention.

Best regards,



Jean Stephenne
Attorney-in-Fact
SMITHKLINE BEECHAM PLC


AGREED TO AND ACCEPTED BY :

CORIXA CORPORATION



--------------------------------------
Steven Gillis
Chairman and Chief Executive Officer


--------
* Confidential treatment requested.


                                        2