10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2011

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission file number: 0-25317

LIFE TECHNOLOGIES CORPORATION

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization)	33-0373077 (I.R.S. Employer Identification No.)
5791 Van Allen Way, Carlsbad, CA (Address of principal executive offices)	92008 (Zip Code)

Registrant’s telephone number, including area code: (760) 603-7200

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer þ	Accelerated filer o	Non-accelerated filer o	Smaller reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o or No þ

As of August 2, 2011, 180,461,180 shares of the Registrant’s common stock were outstanding.

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements	3
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk	39
ITEM 4. Controls and Procedures	41
PART II. OTHER INFORMATION	41
ITEM 1. Legal Proceedings	41
ITEM 1A. Risk Factors	42
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds	42
ITEM 3. Defaults Upon Senior Securities	42
ITEM 4. Removed and Reserved	42
ITEM 5. Other Information	42
ITEM 6. Exhibits	42
SIGNATURES	43
INDEX TO EXHIBITS	44
EX-31.1
EX-31.2
EX-32.1
EX-32.2
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

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PART I. FINANCIAL INFORMATION

ITEM 1. Financial Statements

LIFE TECHNOLOGIES CORPORATION
CONSOLIDATED BALANCE SHEETS
(In thousands, except par value and share data)

	June 30,			December 31,
	2011			2010
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	520,128		$	813,569
Short-term investments		27,576			23,079
Restricted cash and investments		17,395			18,153
Trade accounts receivable, net of allowance for doubtful accounts of $11,231 and $10,389, respectively		663,176			587,456
Inventories, net		367,721			323,318
Deferred income tax assets		22,757			90,947
Prepaid expenses and other current assets		192,985			190,003
Total current assets		1,811,738			2,046,525
Long-term investments		26,650			22,448
Property and equipment, net		840,181			847,984
Goodwill		4,408,410			4,372,073
Intangible assets, net		1,890,469			2,040,175
Deferred income tax assets		25,733			26,752
Other assets		121,442			130,242
Total assets	$	9,124,623		$	9,486,199
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt	$	440,706		$	347,749
Accounts payable		205,936			174,449
Deferred compensation and related benefits		165,751			202,229
Deferred revenues and reserves		107,482			109,981
Contingent considerations		266,460			—
Accrued expenses and other current liabilities		243,872			257,987
Accrued income taxes		48,905			53,990
Total current liabilities		1,479,112			1,146,385
Long-term debt		2,298,473			2,727,624
Pension liabilities		141,962			145,298
Deferred income tax liabilities		450,792			557,982
Income taxes payable		102,195			114,726
Other long-term obligations		98,819			356,155
Total liabilities		4,571,353			5,048,170
Commitments and contingencies
Stockholders’ equity:
Preferred stock; $0.01 par value, 6,405,884 shares authorized; no shares issued or outstanding		—			—
Common stock; $0.01 par value, 400,000,000 shares authorized; 210,070,828 and 207,243,588 shares issued, respectively		2,101			2,072
Additional paid-in-capital		5,376,521			5,222,859
Accumulated other comprehensive income		156,261			96,612
Retained earnings		721,652			532,499
Less cost of treasury stock; 30,360,215 shares and 24,992,450 shares, respectively		(1,707,215	)		(1,419,966	)
Total Life Technologies stockholders’ equity		4,549,320			4,434,076
Non-controlling interest		3,950			3,953
Total equity		4,553,270			4,438,029
Total liabilities and equity	$	9,124,623		$	9,486,199

See accompanying notes to unaudited consolidated financial statements.

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LIFE TECHNOLOGIES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)

	For the three months						For the six months
	ended June 30,						ended June 30,
(Unaudited)	2011			2010			2011			2010
Revenues	$	941,135		$	903,732		$	1,837,029		$	1,788,675
Cost of revenues		340,075			293,000			640,778			574,754
Purchased intangibles amortization		76,476			70,051			152,627			140,137
Gross profit		524,584			540,681			1,043,624			1,073,784
Operating expenses:
Selling, general and administrative		254,764			252,813			507,606			512,499
Research and development		91,085			90,344			183,859			176,697
Purchased in-process research and development		—			1,650			—			1,650
Business integration costs		18,666			23,446			33,349			48,712
Total operating expenses		364,515			368,253			724,814			739,558
Operating income		160,069			172,428			318,810			334,226
Other income (expense):
Interest income		1,153			1,105			2,040			2,452
Interest expense		(42,774	)		(39,309	)		(85,919	)		(80,827	)
Loss on early extinguishment of debt		—			—			—			(54,185	)
Gain (loss) on divestiture of equity investments		—			(7,876	)		—			37,260
Other income (expense)		(3,589	)		2,019			(4,941	)		(1,977	)
Total other expense, net		(45,210	)		(44,061	)		(88,820	)		(97,277	)
Income before provision for income taxes		114,859			128,367			229,990			236,949
Income tax provision		(19,646	)		(17,826	)		(41,198	)		(34,902	)
Net income		95,213			110,541			188,792			202,047
Net loss attributable to noncontrolling interests		253			27			361			27
Net income attributable to Life Technologies	$	95,466		$	110,568		$	189,153		$	202,074
Earnings per common share attributable to Life Technologies stockholders:
Basic	$	0.53		$	0.61		$	1.05		$	1.11
Diluted	$	0.52		$	0.58		$	1.02		$	1.06
Weighted average shares used in per share calculations:
Basic		179,031			182,484			179,698			181,675
Diluted		184,761			191,084			185,513			190,459

See accompanying notes to unaudited consolidated financial statements.

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LIFE TECHNOLOGIES CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

	For the six months
	ended June 30,
	2011			2010
	(Unaudited)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	188,792		$	202,047
Adjustments to reconcile net income to net cash provided by operating activities, net of effects of businesses acquired and divested:
Depreciation		60,366			61,005
Amortization of intangible assets		155,069			143,419
Amortization of deferred debt issuance costs		3,546			59,615
Amortization of inventory fair market value adjustments		527			522
Amortization of deferred revenue fair market value adjustment		1,731			4,321
Share-based compensation expense		43,063			40,032
Incremental tax benefits from stock options exercised		(9,040	)		(15,582	)
Deferred income taxes		(43,000	)		(100,195	)
Purchase of in-process research and development		—			1,650
Loss on disposal of assets		365			834
Gain on sale of equity investment		—			(37,260	)
Debt discount amortization and other non-cash interest expense		17,919			22,491
Other non-cash adjustments		3,369			17,007
Changes in operating assets and liabilities:
Trade accounts receivable		(55,616	)		(58,464	)
Inventories		(39,643	)		(32,964	)
Prepaid expenses and other current assets		(10,305	)		1,083
Other assets		22,012			(5,059	)
Accounts payable		30,813			(59,700	)
Accrued expenses and other liabilities		(31,629	)		(26,866	)
Income taxes		22,157			55,660
Cash impact of hedging activities		(40,957	)		25,743
Net cash provided by operating activities		319,539			299,339
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of investments		(9,021	)		(18,609	)
Net cash paid for business combinations		(28	)		(120,616	)
Net cash paid for asset purchases		(457	)		(3,500	)
Purchases of property and equipment		(33,799	)		(55,513	)
Net cash received (paid) for divestiture of equity investment		(40,595	)		410,352
Net cash provided by (used in) investing activities		(83,900	)		212,114
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term obligations		—			1,496,693
Principal payments on long-term obligations		(350,000	)		(1,972,512	)
Issuance cost payments on long-term obligations		(940	)		(16,627	)
Incremental tax benefits from stock options exercised		9,040			15,582
Proceeds from sale of common stock		86,482			73,146
Capital lease payments		(1,054	)		(1,052	)
Purchase of treasury stock		(287,249	)		(16,789	)
Net cash used in financing activities		(543,721	)		(421,559	)
Effect of exchange rate changes on cash		14,641			(15,202	)
Net increase (decrease) in cash and cash equivalents		(293,441	)		74,692
Cash and cash equivalents, beginning of period		813,569			596,587
Cash and cash equivalents, end of period	$	520,128		$	671,279

See accompanying notes to unaudited consolidated financial statements.

5

LIFE TECHNOLOGIES CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

1. Basis of Presentation

Financial Statement Preparation

     The unaudited consolidated financial statements have been prepared by Life Technologies Corporation according to the rules and regulations of the Securities and Exchange Commission (SEC) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted. The Company has evaluated subsequent events through the date the financial statements were issued.

     In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments, which are normal and recurring, necessary to fairly state the financial position, results of operations and cash flows. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2010 filed with the SEC on February 25, 2011.

     The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Principles of Consolidation

     The consolidated financial statements include the accounts of Life Technologies Corporation and its majority owned or controlled subsidiaries, collectively referred to as Life Technologies (the Company). All significant intercompany accounts and transactions have been eliminated in consolidation. When there is a portion of equity in an acquired subsidiary not attributable, directly or indirectly, to the parent, the Company records the fair value of the noncontrolling interests at the acquisition date and classifies the amounts attributable to noncontrolling interests separately in equity in the Company’s Consolidated Financial Statements. Any subsequent changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary are accounted for as equity transactions. For details on the noncontrolling interests, refer to Note 2 of the Consolidated Financial Statements, “Reconciliation of Equity”.

     For purposes of these Notes to Consolidated Financial Statements, gross profit is defined as revenues less cost of revenues and purchased intangibles amortization and gross margin is defined as gross profit divided by revenues. Operating income is defined as gross profit less operating expenses and operating margin is defined as operating income divided by revenues.

Long-Lived Assets

     The Company periodically re-evaluates the original assumptions and rationale utilized in the establishment of the carrying value and estimated lives of its long-lived assets. The criteria used for these evaluations include management’s estimate of the asset’s continuing ability to generate income from operations and positive cash flow in future periods as well as the strategic significance of any intangible asset to the Company’s business objectives. If assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets, which is determined by applicable market prices, when available. The Company did not recognize a significant impairment during the period.

Fair Value of Financial Instruments

     We account for our financial instruments at fair value based on ASC Topic 820, Fair Value Measurements and Disclosures and ASC Topic 815, Derivatives and Hedging. In determining fair value, we consider both the credit risk of our counterparties and our own creditworthiness. ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value and establishes a framework for measuring fair value. The framework requires the valuation of investments using a three tiered approach. The Company applies the valuation techniques consistently, and reviews and evaluates the adequacy of the valuation techniques periodically.

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     A derivative is an instrument whose value is derived from an underlying instrument or index, such as interest rates, equity securities, currencies, commodities or credit spreads. Derivatives include futures, forwards, swaps, or option contracts, or other financial instruments with similar characteristics. Derivative contracts often involve future commitments to exchange interest payment streams or currencies based on a notional or contractual amount (e.g., interest rate swaps or currency forwards).

     The accounting for changes in fair value of a derivative instrument depends on the nature of the derivative and whether the derivative qualifies as a hedging instrument in accordance with ASC Topic 815, Derivatives and Hedging. Those hedging instruments that qualify for hedge accounting are included as an adjustment to revenue or interest expense, depending upon the underlying transactions the Company is hedging. Those hedges that do not qualify for hedge accounting are included in non-operating income. The Company does not engage in speculative hedging.

     For further details on the assets and liabilities subject to fair value measurements and the related valuation techniques used, and for details on derivative instruments, refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”.

Computation of Earnings Per Share

     Basic earnings per share was computed by dividing net income attributable to Life Technologies by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflect the potential dilution that could occur from the following items:

• Convertible senior notes where the effect of those securities is dilutive;

• Dilutive stock options and restricted stock units;

• Dilutive performance awards; and

• Dilutive Employee Stock Purchase Plan (ESPP).

     Computations for basic and diluted earnings per share are as follows:

	Net Income
	Attributable to
	Life
	Technologies		Shares		Earnings
(in thousands, except per share data) (unaudited)	(Numerator)		(Denominator)		Per Share
Three Months Ended June 30, 2011
Basic earnings per share:
Net income attributable to Life Technologies	$	95,466		179,031	$	0.53
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,770
Employee Stock Purchase Plan		—		14
1 1/2% Convertible Senior Notes due 2024		33		413
3 1/4% Convertible Senior Notes due 2025		—		533
Net income attributable to Life Technologies plus assumed conversions	$	95,499		184,761	$	0.52
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,001
Three Months Ended June 30, 2010
Basic earnings per share:
Net income attributable to Life Technologies	$	110,568		182,484	$	0.61
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,703
Employee Stock Purchase Plan		—		109
2% Convertible Senior Notes due 2023		18		3,434
1 1/2% Convertible Senior Notes due 2024		32		81
3 1/4% Convertible Senior Notes due 2025		—		273
Net income attributable to Life Technologies plus assumed conversions	$	110,618		191,084	$	0.58
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,929

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	Net Income
	attributable to
	Life
	Technologies		Shares		Earnings
(in thousands, except per share data) (unaudited)	(Numerator)		(Denominator)		Per Share
Six Months Ended June 30, 2011
Basic earnings per share:
Net income attributable to Life Technologies	$	189,153		179,698	$	1.05
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,814
Employee Stock Purchase Plan		—		19
1 1/2% Convertible Senior Notes due 2024		66		433
3 1/4% Convertible Senior Notes due 2025		—		549
Net income attributable to Life Technologies plus assumed conversions	$	189,219		185,513	$	1.02
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,010
Six Months Ended June 30, 2010
Basic earnings per share:
Net income attributable to Life Technologies	$	202,074		181,675	$	1.11
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,763
Dilutive performance awards		—		133
Employee Stock Purchase Plan		—		134
2% Convertible Senior Notes due 2023		38		3,421
1 1/2% Convertible Senior Notes due 2024		63		75
3 1/4% Convertible Senior Notes due 2025		—		258
Net income attributable to Life Technologies plus assumed conversions	$	202,175		190,459	$	1.06
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				3,409

Share-Based Compensation

     Under the Life Technologies Corporation 2009 Equity Incentive Plan (the “2009 Plan”), the Company has the ability to grant stock options, stock appreciation rights, restricted stock units, restricted stock awards, performance awards, and deferred stock awards with 11.0 million shares of the Company’s common stock reserved for the granting of new awards. Stock option awards are granted to eligible employees and directors at an exercise price equal to the fair market value of such stock on the date of grant, generally vest over four years, and are exercisable in whole or in installments and expire ten years from the date of grant. Restricted stock awards and restricted stock units are granted to eligible employees and directors and represent rights to receive shares of common stock at a future date, generally vesting over three or four years. An exercise price and monetary payment are not required for receipt or issuance of restricted stock awards and restricted stock units, instead, consideration is furnished in the form of the participant’s services to the Company. The compensation cost for these awards is valued based on the estimated fair value of such award on the date of grant.

     Effective February 1, 2010 the Company’s qualified employee stock purchase plan (the 2010 Plan) covered all eligible employees of the Company. Eligible employees may elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. The 2010 Plan replaced the 1999 Plan acquired as a result of the Applied Biosystems Inc. (AB) acquisition and the 2004 Plan. Prior to February 1, 2010, the Company had a qualified (the 2004 Plan) employee stock purchase plan (purchase rights) whereby eligible employees of Life Technologies (previously known as Invitrogen Corporation) could elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. The Company also had a qualified (the 1999 Plan) employee stock purchase plan whereby eligible legacy AB employees could elect to withhold up to 10% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of

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the employee’s offering price or the closing price of the stock on the date of purchase.

     The Company uses the Black-Scholes option-pricing model (Black-Scholes model) to value share-based employee stock option and purchase right awards. The determination of fair value of stock-based payment awards using an option-pricing model requires the use of certain estimates and assumptions that affect the reported amount of share-based compensation cost recognized in the Consolidated Statements of Operations. Among these include the expected term of options, estimated forfeitures, expected volatility of the Company’s stock price, expected dividends and the risk-free interest rate.

     The expected term of share-based awards represents the weighted-average period the awards are expected to remain outstanding and is an input in the Black-Scholes model. In determining the expected term of options, the Company considers various factors including the vesting period of options granted, employees’ historical exercise and post-vesting employment termination behavior, expected volatility of the Company’s stock and aggregation by homogeneous employee groups. The Company uses a combination of the historical volatility of its stock price and the implied volatility of market-traded options of the Company’s stock with terms of up to approximately one year to estimate the expected volatility assumption input to the Black-Scholes model in accordance with ASC Topic 718, Compensation—Stock Compensation. The Company’s decision to use a combination of historical and implied volatility was based upon the availability of actively traded options of its stock and its assessment that such a combination was more representative of future expected stock price trends. The risk-free interest rate is based upon United States Treasury securities with remaining terms similar to the expected term of the share-based awards. The expected dividend yield assumption is based on the Company’s expectation of future dividend payouts. The Company has never declared or paid any cash dividends on its common stock and currently does not anticipate paying such cash dividends.

Stock Options and Purchase Rights

     The underlying assumptions used to value employee stock options and purchase rights granted during the six months ended June 30, 2011 and 2010 were as follows:

	Six months ended
	June 30,
(unaudited)	2011			2010
Stock Options
Weighted average risk free interest rate		2.06	%		1.99	%
Expected term of share-based awards	4.3 yrs			4.4 yrs
Expected stock price volatility		31	%		31	%
Expected dividend yield		0	%		0	%
Weighted average fair value of share-based awards granted	$	15.93		$	14.77
Purchase Rights
Weighted average risk free interest rate		0.47	%		0.67	%
Expected term of share-based awards	1.0 yrs			0.9 yrs
Expected stock price volatility		28	%		42	%
Expected dividend yield		0	%		0	%
Weighted average fair value of share-based awards granted	$	9.99		$	9.17

     The Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods on a cumulative basis in the period the estimated forfeiture rate changes. The Company considered its historical experience of pre-vesting option forfeitures as the basis to arrive at its estimated annual pre-vesting option forfeiture rate of 6.0% and 4.9% per year for the six months ended June 30, 2011 and 2010, respectively. All option awards, including those with graded vesting, were valued as a single award with a single average expected term and are amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. At June 30, 2011, there was $35.3 million remaining in unrecognized compensation cost related to employee stock options, which is expected to be recognized over a weighted average period of 1.8 years. No compensation cost was capitalized in inventory during the six months ended June 30, 2011 as the amounts involved were not material.

9

     Total share-based compensation expense for employee stock options and purchase rights for the three and six months ended June 30, 2011 and 2010 was comprised of the following:

	Three months ended				Six months ended
	June 30,				June 30,
(in thousands, except per share amounts) (unaudited)	2011		2010		2011		2010
Cost of revenues	$	886	$	1,230	$	2,033	$	2,535
Selling, general and administrative		6,682		7,798		13,900		15,379
Research and development		1,104		1,510		2,311		3,132
Share-based compensation expense before taxes		8,672		10,538		18,244		21,046
Related income tax benefits		3,170		3,238		6,419		6,078
Share-based compensation expense, net of taxes	$	5,502	$	7,300	$	11,825	$	14,968
Net share-based compensation expense per common share:
Basic	$	0.03	$	0.04	$	0.07	$	0.08
Diluted	$	0.03	$	0.04	$	0.06	$	0.08

Restricted Stock Units

     Restricted stock units represent a right to receive shares of common stock at a future date determined in accordance with the participant’s award agreement. An exercise price and monetary payment are not required for receipt of restricted stock units or the shares issued in settlement of the award. Instead, consideration is furnished in the form of the participant’s services to the Company. Restricted stock units have either graded vesting terms of four years, or cliff vesting terms which generally vest over three years. Compensation cost for these awards is based on the estimated fair value on the date of grant and recognized as compensation expense on a straight-line basis over the requisite service period. There were no pre-vesting forfeitures estimated for the six months ended June 30, 2011 and 2010. At June 30, 2011, there was $147.3 million remaining in unrecognized compensation cost related to these awards, which is expected to be recognized over a weighted average period of 2.9 years. The weighted average fair value of restricted stock units granted during the six months ended June 30, 2011 and 2010 was $53.38 and $52.11, respectively.

     Total share-based compensation expense for restricted stock units for the three and six months ended June 30, 2011 and 2010 was composed of the following:

	Three months ended				Six months ended
	June 30,				June 30,
(in thousands, except per share amounts) (unaudited)	2011		2010		2011		2010
Cost of revenues	$	1,214	$	991	$	1,996	$	1,621
Selling, general and administrative		12,683		8,355		20,523		14,910
Research and development		1,116		1,550		2,152		2,455
Share-based compensation expense before taxes		15,013		10,896		24,671		18,986
Related income tax benefits		5,526		3,895		9,036		7,022
Share-based compensation expense, net of taxes	$	9,487	$	7,001	$	15,635	$	11,964
Net share-based compensation expense per common share:
Basic	$	0.05	$	0.04	$	0.09	$	0.07
Diluted	$	0.05	$	0.04	$	0.08	$	0.06

Deferred Stock Awards and Restricted Stock Awards

     Deferred stock awards are fully vested and expensed when issued, but shares are placed in a deferral account under the Life Technologies Corporation Deferred Compensation Plan (the “Deferred Compensation Plan”), at an eligible employee’s or director’s discretion, until distributed to the employee or director at a future date. The Deferred Compensation Plan allows eligible directors and employees to defer, on a pre-tax basis, a portion or all of their compensation, bonuses, or director’s fees in the form of cash or deferred stock awards. The deferred compensation plan provides matching contributions by the Company to the participants, based on the deferred compensation plan agreement, in the form of restricted stock awards. During the six months ended June 30, 2011, the Company granted restricted stock awards with a total deferred compensation value of $1.4 million, which will be recognized over the requisite service period of 3 years. The restricted stock awards, issued but unvested, are also held in the deferral account, and are

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subject to a three year cliff vesting. Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments” for further information on the fair market valuation of the deferred compensation plan assets.

Recent Accounting Pronouncements

     In June 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2011-05, Presentation of Comprehensive Income, updating ASC Topic 220, Comprehensive Income. Under the amended ASC Topic 220, an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The guidance eliminates the current option to present other comprehensive income and its components in the Statement of Stockholders’ Equity. This guidance does not change the components that are recognized in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, and is to be applied retrospectively. The Company does not believe the adoption of this guidance in the first quarter of 2012 will have an impact on its consolidated financial statements or on future operating results.

     In May 2011, the FASB issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS, updating ASC Topic 820, Fair Value Measurement. This guidance clarifies existing fair value guidance and expands disclosure requirements on, among other things, fair value measurements using Level 3 unobservable inputs. This guidance requires disclosures of quantitative information about the inputs used in Level 3 valuations, the valuation process used, and the sensitivity of the fair value measurements to changes in unobservable inputs. This guidance is effective for interim and annual periods beginning after December 15, 2011, and is to be applied prospectively. The Company does not believe the adoption of this guidance in the first quarter of 2012 will have a material impact on its consolidated financial statements or on future operating results.

2. Composition of Certain Financial Statement Items

Inventories

     Inventories consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Raw materials and components	$	102,309	$	87,557
Work in process (materials, labor and overhead)		66,310		63,772
Finished goods (materials, labor and overhead)		199,102		171,989
Total inventories, net	$	367,721	$	323,318

Prepaid Expenses and Other Current Assets

     Prepaid expenses and other current assets consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Hedge assets	$	12,718	$	15,189
Prepaid expenses		83,445		70,395
Other current assets		96,822		104,419
Total prepaid expenses and other current assets	$	192,985	$	190,003

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Property and Equipment

     Property and equipment consisted of the following:

	Estimated useful		June 30,			December 31,
	life		2011			2010
(in thousands)			(unaudited)
Land		—	$	140,521		$	139,638
Building and improvements	1-50 years			463,022			449,962
Machinery and equipment	1-10 years			447,204			413,004
Internal use software	1-10 years			218,247			207,904
Construction in process		—		70,104			59,236
Total property and equipment				1,339,098			1,269,744
Accumulated depreciation and amortization				(498,917	)		(421,760	)
Total property and equipment, net			$	840,181		$	847,984

Goodwill and Other Intangible Assets

     The $36.3 million increase in goodwill on the Consolidated Balance Sheet from December 31, 2010 to June 30, 2011 was primarily the result of $35.6 million of foreign currency translation adjustments and $0.7 million of net immaterial business combinations.

     Intangible assets consisted of the following:

	June 30, 2011						December 31, 2010
	Weighted						Weighted
	average	Gross carrying		Accumulated			average	Gross carrying		Accumulated
	Life	Amount		Amortization			Life	Amount		Amortization
(in thousands)		(unaudited)
Amortized intangible assets:
Purchased technology	7 years	$	1,233,201	$	(856,184	)	7 years	$	1,227,942	$	(797,694	)
Purchased tradenames and trademarks	9 years		327,282		(137,932	)	9 years		323,863		(120,573	)
Purchased customer base	11 years		1,446,627		(368,872	)	12 years		1,441,781		(305,865	)
Other intellectual property	6 years		302,140		(138,144	)	6 years		299,586		(111,216	)
Total intangible assets		$	3,309,250	$	(1,501,132	)		$	3,293,172	$	(1,335,348	)
Intangible assets not subject to amortization:
Purchased tradenames and trademarks		$	7,451					$	7,451
In-process research and development			74,900						74,900

     Amortization expense related to purchased intangible assets for the three months ended June 30, 2011 and 2010 was $76.5 million and $70.1 million, respectively and for the six months ended June 30, 2011 and 2010 was $152.6 million and $140.1 million, respectively. Estimated aggregate amortization expense is expected to be $149.5 million for the remainder of fiscal year 2011. Estimated aggregate amortization expense for fiscal years 2012, 2013, 2014 and 2015 is $288.8 million, $276.3 million, $236.3 million, and $214.3 million, respectively. During the six months ended June 30, 2011, there were no material assets identified for impairment.

     The Company capitalized $74.9 million of acquired in-process research and development and assigned it an indefinite life according to ASC Topic 805, Business Combinations. Such assets are accounted for as indefinite life intangible assets subject to annual impairment testing, or earlier if an event or circumstance indicates that impairment may have occurred, until completion or abandonment of the acquired projects. Upon reaching the end of the research and development project, the Company will amortize the acquired in-process research and development over its estimated useful life, or expense the acquired in-process research and development should the research and development project be unsuccessful with no future alternative use.

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Accrued Expenses and Other Current Liabilities

     Accrued expenses and other current liabilities consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Accrued hedge liabilities	$	13,651	$	46,290
Accrued royalties		71,436		64,552
Accrued warranty		6,818		7,177
Accrued other		151,967		139,968
Total accrued expenses and other current liabilities	$	243,872	$	257,987

Reconciliation of Equity

     The following table provides a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to the Company, and equity attributable to non-controlling interests:

												Accumulated
												Other					Non-
				Common		Additional			Treasury			Comprehensive			Retained		Controlling
(in thousands)(unaudited)	Total			Stock		Paid-in-Capital			Stock			Income			Earnings		Interests
Balance at December 31, 2010	$	4,438,029		$	2,072	$	5,222,859		$	(1,419,966	)	$	96,612		$	532,499	$	3,953
Business combinations		(28	)		—		(28	)		—			—			—		—
Amortization of stock based compensation		43,063			—		43,063			—			—			—		—
Common stock issuance under employee stock plans		86,459			27		86,460			(28	)		—			—		—
Tax benefit on employee stock plans		9,040			—		9,040			—			—			—		—
Common stock issuance for convertible debt		9,374			—		9,374			—			—			—		—
Issuance of restricted shares, net of repurchased for minimum tax liability		(842	)		1		—			(843	)		—			—		—
Issuance of deferred stock		5,754			1		5,753			—			—			—		—
Purchase of treasury stock		(286,378	)		—		—			(286,378	)		—			—		—
Realized loss on hedging transactions, reclassed into earnings, net of related tax effects		33,831			—		—			—			33,831			—		—
Unrealized loss on hedging transactions, net of related tax effects		(13,852	)		—		—			—			(13,852	)		—		—
Pension liability, net of deferred taxes		2,484			—		—			—			2,484			—		—
Foreign currency translation adjustment, net of related tax effects		37,544			—		—			—			37,186			—		358
Net income (loss)		188,792			—		—			—			—			189,153		(361	)
Balance at June 30, 2011	$	4,553,270		$	2,101	$	5,376,521		$	(1,707,215	)	$	156,261		$	721,652	$	3,950

     The effects of changes in the Company’s ownership interest in its subsidiaries during the six months ended June 30, 2011 and 2010 were as follows.

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(in thousands)(unaudited)	2011		2010
Net income attributable to Life Technologies	$	189,153	$	202,074
Decrease in Life Technologies’ paid-in capital for purchases of subsidiaries’ shares		—		(129	)
Change from net income attributable to Life Technologies and transfers to noncontrolling interests	$	189,153	$	201,945

Comprehensive Income

     Total comprehensive income consisted of the following and is shown net of related tax effects:

	Three months ended						Six months ended
	June 30,						June 30,
(in thousands)(unaudited)	2011			2010			2011			2010
Net income, as reported	$	95,213		$	110,541		$	188,792		$	202,047
Realized (gain) loss on hedging transactions, reclassed into earnings		19,762			(4,978	)		33,831			(2,497	)
Unrealized gain (loss) on hedging transactions		(3,404	)		9,019			(13,852	)		22,993
Pension liability adjustment		—			—			2,484			(2,523	)
Foreign currency translation adjustment		20,753			20,624			37,544			15,396
Total comprehensive income	$	132,324		$	135,206		$	248,799		$	235,416
Comprehensive loss attributable to noncontrolling interest		163			27			3			27
Total comprehensive income attributable to the Company	$	132,487		$	135,233		$	248,802		$	235,443

3. Business Combinations and Divestitures

Business Combinations

     The Company completed several acquisitions that were not individually or collectively considered material to the overall consolidated financial statements and the results of the Company’s operations. These acquisitions have been included in the consolidated financial statements from the respective dates of the acquisitions. Certain acquisitions, including Ion Torrent Systems Incorporated (Ion Torrent), contain contingent consideration arrangements that require the Company to assess the acquisition date fair value of the contingent consideration liabilities, which is recorded as part of the purchase consideration of the acquisition. The Company continuously assesses and adjusts the fair value of the contingent consideration liabilities, if necessary, until the settlement or expiration of the contingency occurs.

     In October 2010, the Company acquired all outstanding equity shares of Ion Torrent with an upfront payment of $375.0 million, and time and technology based milestones of $350.0 million. The merger agreement stipulates that consideration to Ion Torrent’s former equity-holders (for the upfront payment and any milestone payments) be paid in a combination of cash and the Company’s common stock. During 2010, the Company delivered, in satisfaction of both the upfront payment and a milestone, which was earned and paid in November 2010, 3.4 million shares of common stock, or the equivalent of $159.3 million at the time of delivery, and cash in the aggregate of $263.2 million. If earned, the remaining time and technology based milestone will be paid in January 2012 with a combination of cash and Company’s common stock equal to $300.0 million. Under ASC Topic 805, Business Combinations, the Company is required to fair value contingent consideration at the date of acquisition. At the date of acquisition, the Company considered the $300.0 million milestone a contingent consideration and fair valued this contingent consideration at $260.8 million by applying a weighted average probability on the achievement of the milestone based on the assessment developed during the valuation process, then deriving the present value of the outcome from the time at which the obligation is settled by applying a discount rate that incorporated a market participant’s view of the risk associated with the expected milestone payment. The Company periodically assesses the fair value of contingent consideration, reflecting any revisions in the Consolidated Statement of Operations. The $50.0 million milestone (paid in November 2010) was assessed at 100% probability of occurring, and therefore considered a financing arrangement and accrued at the acquisition date. Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”, for additional information on the fair market valuation of the contingent consideration liabilities and subsequent adjustments.

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Divestiture of Equity Investment

     In January 2010, the Company completed the sale of its 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture for $428.1 million in cash, excluding taxes and transaction costs, and recorded a gain of $37.3 million in other income in the Consolidated Statement of Operations for the six months ended June 30, 2010. Included in the sale was the carrying value of the equity investment of $330.4 million, accounts receivable of $71.3 million, net inventory of $55.1 million, other current assets of $17.6 million, long-term assets of $13.7 million, accounts payable of $9.8 million, other current liabilities of $80.8 million, and long-term liabilities of $6.7 million.

Business Consolidation Costs

     The Company continues to integrate recent and pending acquisitions and divestitures into its operations and recorded approximately $18.7 million and $23.4 million for the three months ended June 30, 2011 and 2010, respectively, and approximately $33.3 million and $48.7 million for the six months ended June 30, 2011 and 2010, respectively. The expenses were primarily related to severance and other costs associated with the integration of acquired and existing businesses.

4. Long-Term Debt

     Long-term debt consisted of the following:

	June 30,			December 31,
	2011			2010
(in thousands)	(unaudited)
3.375% Senior Notes (principal due 2013), net of unamortized discount	$	249,933		$	249,914
4.400% Senior Notes (principal due 2015), net of unamortized discount		498,747			498,592
3.500% Senior Notes (principal due 2016), net of unamortized discount		399,418			399,360
6.000% Senior Notes (principal due 2020), net of unamortized discount		748,625			748,565
5.000% Senior Notes (principal due 2021), net of unamortized discount		398,292			398,224
1 1/2% Convertible Senior Notes (principal due 2024), net of unamortized discount		438,178			428,356
3 1/4% Convertible Senior Notes (principal due 2025), net of unamortized discount		—			345,360
Capital leases		5,986			7,002
Total debt		2,739,179			3,075,373
Less current portion		(440,706	)		(347,749	)
Total long-term debt	$	2,298,473		$	2,727,624

Senior Notes

     On February 10, 2010, the Company filed a prospectus that allows the Company to issue in one or more offerings, senior or subordinated debt securities covered by the prospectus by filing a prospectus supplement that contains specific information about the securities and specific terms being offered. In aggregate, the Company has issued a principal amount of $2,300.0 million of fixed unsecured and unsubordinated Senior Notes (the “Notes”) as of June 30, 2011, of which $1,500.0 million were offered in February 2010 and $800.0 million were offered in December 2010. During February 2010, the Company issued $1,500.0 million of fixed rate unsecured notes which consisted of an aggregate principal amount of $250.0 million of 3.375% Senior Notes due 2013 (the “2013 Notes”) at an issue price of 99.95%, an aggregate principal amount of $500.0 million of 4.40% Senior Notes due 2015 (the “2015 Notes”) at an issue price of 99.67% and an aggregate principal amount of $750.0 million of 6.00% Senior Notes due 2020 (the “2020 Notes”) at an issue price of 99.80%. During December 2010, the Company issued an additional $800.0 million of fixed rate unsecured notes which consisted of an aggregate principal amount of $400.0 million of 3.50% Senior Notes due 2016 (the “2016 Notes”) at an issue price of 99.84% and an aggregate principal amount of $400.0 million of 5.00% Senior Notes due 2021 (the “2021 Notes”) at an issue price of 99.56%.

     As a result, the Company recorded an aggregate $3.3 million of debt discounts for the 2013 Notes, 2015 Notes and 2020 Notes at the time of issuance in February 2010, and an aggregate $2.4 million of debt discounts for the 2016 Notes and 2021 Notes at the time of issuance in December 2010. At June 30, 2011, the unamortized debt discount balance was $2.7 million for the 2013 Notes, 2015 Notes, and 2020 Notes, and $2.3 million for the 2016 Notes and 2021 Notes. The debt discounts are amortized over the lives of the associated Notes using the effective interest method.

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     The aggregate net proceeds from the offering in February 2010 were $1,484.8 million after deducting the debt discount as well as an underwriting discount of $11.9 million. Total deferred financing costs associated with the issuance of these senior notes were $14.4 million, including the $11.9 million underwriting discount and $2.5 million of legal and accounting fees. The aggregate net proceeds from the offering in December 2010 were $791.6 million after deducting the debt discount as well as underwriting discounts of $6.0 million. Total deferred financing costs were $7.4 million, including the $6.0 million underwriting discount and $1.4 million of legal and accounting fees.

     At June 30, 2011, the unamortized issuance costs for the Senior Notes were $11.6 million for the February 2010 offering, which are expected to be recognized over a weighted average period of 6.5 years, and $6.7 million for the December 2010 offering, which are expected to be recognized over a weighted average period of 7.3 years. The Company recognized aggregate interest expense, net of hedging transactions, of $18.9 million and $8.5 million for the three months ended June 30, 2011, and $37.8 million and $17.0 million for the six months ended June 30, 2011 for the February 2010 offering and December 2010 offering, respectively, based on the effective interest rates of 3.39%, 4.47%, 3.53%, 6.03%, and 5.06% for the 2013, 2015, 2016, 2020 and 2021 Notes, respectively, with interest payments due semi-annually. The Company recognized total interest expense of $19.0 million and $27.4 million for the three and six months ended June 30, 2010, respectively, for the February 2010 offering.

     The Company, at its option, may redeem the Notes (prior to October 15, 2020 for the 2021 Notes) in whole or in part at any time at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed or the sum of the present values of the remaining scheduled payments of the notes to be redeemed discounted on a semi-annual basis at a treasury rate equal to a comparable United States Treasury Issue at the redemption date plus 25 basis points for the 2016 Notes, 30 basis points for the 2013 Notes, the 2015 Notes, and the 2021 Notes, and 35 basis points for the 2020 Notes, plus accrued and unpaid interest through the date of redemption, if any. Commencing on October 15, 2020, the Company may redeem the 2021 Notes, in whole or in part, at any time, at a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest through the redemption date. Upon the occurrence of a change of control of the Company that results in a downgrade of the notes below an investment grade rating, the indenture requires under certain circumstances that the Company makes an offer to purchase then outstanding Senior Notes equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase.

     The indentures governing the Senior Notes contain certain covenants that, among other things, limit the Company’s ability to create or incur certain liens and engage in sale and leaseback transactions. In addition, the indenture limits the Company’s ability to consolidate, merge, sell, convey, transfer, lease or otherwise dispose of all or substantially all of its property and assets. These covenants are subject to certain exceptions and qualifications.

     During the year ended December 31, 2010, the Company entered into forward interest rate swap agreements for a notional amount totaling $1,500.0 million for a certain part of Senior Notes issuances. These agreements were to hedge the variability in future probable interest payments attributable to changes in the benchmark interest rate from the date the Company entered into the forward interest rate swap agreements to the date the Company issued the Senior Notes. These agreements effectively hedged a series of semi-annual future interest payments to the fixed interest rates for forecasted debt issuances. The Company recorded total proceeds of $4.3 million from the forward interest rate swaps in accumulated other comprehensive income, which will be reclassified to interest expense in the same period during which the hedged transactions affect interest expense.

     The entire net proceeds from the 2013, 2015, and 2020 Notes offering in February 2010 were used to repay the outstanding balance of term loan A and term loan B, together with the net of tax proceeds from the sale of our 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture, and cash on hand. A portion of the net proceeds from the 2016 and 2021 Notes offering in December 2010 was used to retire the Company’s $350.0 million 3 1/4% Convertible Senior Notes (2025 Notes) in June 2011. The remaining proceeds will be used for general corporate purposes, which may include the repayment of existing indebtedness.

The Credit Agreement

     In November 2008, the Company entered into a $2,650.0 million credit agreement (the Credit Agreement) consisting of a revolving credit facility of $250.0 million, a term loan A facility of $1,400.0 million, and a term loan B facility of $1,000.0 million to fund a portion of the cash consideration paid for the AB merger. During February 2010, the Company used the proceeds from the issuance of the Senior Notes, the net of tax proceeds from the sale of its 50% ownership stake in the Applied Biosystems/MDS

16

Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture, along with cash on hand to pay off the entire outstanding term loan principal of $1,972.5 million, which consisted of the carrying value of $1,330.0 million of term loan A and $642.5 million of term loan B, plus respective accrued interest due on the date of repayment. The Company recognized a loss of $54.2 million on unamortized deferred financing costs associated with the repayments of term loan A and term loan B during the six months ended June 30, 2010. After the repayment of the term loans, the Credit Agreement was amended and restated for the revolving credit facility. For details on the revolving credit facility, refer to Note 5 of the Consolidated Financial Statements, “Lines of Credit”.

     The Company entered into interest rate swaps with a $1,000.0 million notional amount in January 2009 to convert a portion of variable rate interest payments of term loan A to fixed rate interest payments. As a result of the repayment of term loan A in February 2010, the Company de-designated and terminated the interest rate swaps in accordance with ASC Topic 815, Derivatives and Hedging, as the underlying transaction was no longer probable of occurring. The Company recognized a $12.9 million loss in conjunction with the termination of the interest rate swaps during the six months ended June 30, 2010.

     The contractual interest rates the Company made the interest payments on from the inception of the loan to the date of retirement were from 2.75% to 3.91% on term loan A based on LIBOR plus 2.5%, and from 5.25% to 6.00% on term loan B based on the base rate plus 2.0%. The Company recognized aggregate interest expense, net of hedging transactions, of $11.0 million during the six months ended June 30, 2010 on the term loans.

Convertible Senior Notes

     The Company adopted a bifurcation requirement prescribed by ASC Topic 470-20, Debt with Conversion and Other Options, with the retrospective application for our then outstanding $1,150.0 million of Convertible Senior Notes, which consisted of $350.0 million related to the 2% Convertible Senior Note (2023 Notes), $450.0 million related to the 1 1/2% Convertible Senior Note (2024 Notes) and $350.0 million related to the 3 1/4% Convertible Senior Note (2025 Notes). The Company retroactively recognized the carrying amount of $100.0 million, $129.8 million, and $47.6 million for the equity components of the 2023, 2024 and 2025 Notes, respectively, with deferred tax impacts of $39.1 million, $50.7 million and $18.6 million for the 2023, 2024 and 2025 Notes, respectively, and a liability component classified in long-term debt of $250.0 million, $320.2 million and $302.4 million for the 2023, 2024 and 2025 Notes, respectively. In conjunction with the adoption of the provision, the Company applied the guidance to the Company’s debt issuance costs. As a result, the Company allocated the underlying issuance costs associated with the Convertible Senior Notes to equity in the same ratio as when determining the appropriate debt discount. The Company allocated $6.9 million to equity with a deferred tax impact of $2.7 million, and reduced the amount of the debt issuance costs by $6.9 million.

     The indenture for each set of convertible notes allowed the Note holders to require the Company to purchase all or a portion of the Notes at par plus accrued and unpaid interest, and also allowed the Company to redeem, in whole or in part, the Notes at the Company’s option on or after August 1, 2010, June 15, 2011, and February 15, 2012, for 2023 Notes, 2025 Notes, and 2024 Notes, respectively. The terms of the 2023 Notes, 2024 Notes, and 2025 Notes required the Company to settle the par value of such notes in cash and deliver shares for the excess of the notes’ conversion value based on conversion prices of $34.12, $51.02, and $49.13 per share, respectively, over their par values.

     During May 2011 and July 2010, the Company notified the holders of 2025 Notes and 2023 Notes, respectively, of its intention to redeem all of the outstanding Notes on June 15, 2011 and August 6, 2010 at par value. In response to the Company’s announcement and prior to the redemption dates, holders of a principal value of $347.5 million of 2025 Notes and $347.8 million of 2023 Notes exercised their options to convert the Notes based on the conversion prices of $49.13 and $34.12, respectively, and settled the par value in cash and the excess of the Notes’ conversion value over par in 0.4 million shares (issued in July 2011) and 2.4 million shares, respectively, of the Company’s common stock. The remaining outstanding Notes, approximately $2.5 million and $2.2 million, respectively, were settled in cash or the Company’s common stock. The amortization of the debt discounts and the issuance costs for the Notes was completed commensurate with the redemption dates above, per the respective indenture. The Company did not recognize any gain or loss on the settlement of the 2025 Notes or 2023 Notes.

     At June 30, 2011, the Company held the carrying value of $438.2 million for the 2024 Notes in current liabilities. In the event that the Note holders do not require the Company to purchase their Notes or the Company does not redeem the Notes on February 15,

17

2012, the remaining balance of the Notes will potentially be reclassified back to long-term debt. At June 30, 2011, the Company carried an unamortized debt discount of $11.8 million for the 2024 Notes, which is expected to be recognized over 0.6 years. At December 31, 2010 the Company carried unamortized debt discounts of $21.6 million and $4.6 million for the 2024 and 2025 Notes, respectively. The Company recognized total interest cost of $11.4 million and $17.7 million for the three months ended June 30, 2011 and 2010, respectively, and $23.1 million and $35.1 million for the six months ended June 30, 2011 and 2010, respectively, based on the effective interest rates of 7.21%, 6.10% and 5.95% for the 2023, 2024 and 2025 Notes, respectively, during the periods these Notes were outstanding. The interest expense consisted of $4.1 million and $6.3 million of contractual interest based on the stated coupon rate and $7.3 million and $11.4 million of amortization of the discount on the liability component for the three months ended June 30, 2011 and 2010, respectively. The interest expense consisted of $8.6 million and $12.6 million of contractual interest based on the stated coupon rate and $14.5 million and $22.5 million of amortization of the discount on the liability component for the six months ended June 30, 2011 and 2010, respectively.

5. Lines of Credit

     Under the Credit Agreement, the Company entered into a revolving credit facility of $250.0 million (the Revolving Credit Facility) with Bank of America, N.A. in November 2008. In May 2010, the Company amended and restated the Credit Agreement, expanding the Revolving Credit Facility to $500.0 million for the purpose of general working capital, capital expenditures, and/or other capital needs. Fees associated with the Revolving Credit Facility include a commitment fee for unused funds ranging from 25.0 to 50.0 basis points; letter of credit fees ranging from 150.0 to 250.0 basis points; and interest on borrowings accrued at the Company’s election based on base rate borrowing or Eurocurrency rate borrowing. The base rate borrowing rate is a margin of 50.0 to 150.0 basis points plus the higher of a) the Federal Funds Rate plus 50.0 basis points, b) Bank of America’s prime rate, or c) the Eurocurrency rate plus 100.0 basis points. The Eurocurrency borrowing rate is a margin of 150.0 to 250.0 basis points plus the Eurocurrency borrowing rate.

     Margins and fees are based on a rate table specified in the agreement and determined by the Company’s consolidated leverage ratio for the period. As of June 30, 2011, the Company has issued $12.7 million of letters of credit under the Revolving Credit Facility and accordingly, the remaining available credit is $487.3 million. The applicable borrowing rate would have been 2.50% and 1.80% at June 30, 2011 and December 31, 2010, respectively.

     As of June 30, 2011 foreign subsidiaries in Japan, Mexico, India, and China had available bank lines of credit denominated in local currency to meet short-term working capital requirements. Each credit facility would bear interest at a fixed rate or a variable rate indexed to a local interbank offering rate or equivalent, should there be withdrawals. Under these lines of credit, the United States dollar equivalent of these facilities totaled $13.3 million at June 30, 2011, none of which was outstanding at June 30, 2011.

6. Commitments and Contingencies

Letters of Credit

     The Company had outstanding letters of credit totaling $37.2 million at June 30, 2011, of which $17.7 million was to support performance bond agreements, $9.5 million was to support liabilities associated with the Company’s self-insured worker’s compensation programs, $5.2 million was to support its building lease requirements, and $4.8 million was to support duty on imported products.

Executive Employment Agreements

     The Company has employment contracts with key executives that provide for the continuation of salary if terminated for reasons other than cause, as defined in those agreements. At June 30, 2011, future employment contract commitments for such key executives were approximately $33.7 million. In certain circumstances, the employment agreements call for the acceleration of equity vesting. The non-cash financial impact of the acceleration of equity vesting is not reflected in the above information.

Acquisition-Related Contingent Obligations

     The Company may have future payment obligations due to the contingent consideration arrangements agreed to between the Company and the respective sellers in conjunction with business combinations entered into. Such payments are based on certain technological milestones, patent milestones or the achievement of targeted sales milestones. According to the ASC Topic 805,

18

Business Combinations, the Company records these obligations at fair value at the time of acquisition with subsequent fair value adjustments to the contingent consideration reflected in the line items of the Consolidated Statement of Operations commensurate with the nature of the contingent consideration. At June 30, 2011, the total amount accrued for contingent consideration liabilities was $269.2 million, of which $266.5 million was included in current liabilities. At December 31, 2010, the total amount accrued for contingent consideration liabilities was $263.3 million, none of which was included in current liabilities. During the six months ended June 30, 2011, fair value adjustments to contingent consideration liabilities of $1.9 million was recorded in cost of revenues, offset by a time value accretion of $4.6 million recorded in interest expense on previously recognized contingent considerations. The Company could be required to make additional contingent payments based on currently existing purchase agreements through 2013. For more information on business combination accounting, refer to Note 3 of the Consolidated Financial Statements, “Business Combinations and Divestitures”.

     For the acquisitions the Company accounted for as asset purchases, contingent consideration liabilities are recorded and become an additional element of cost of the acquired assets when the contingency is resolved.

Environmental Liabilities

     As a result of previous mergers and acquisitions, the Company assumed certain environmental exposure liabilities. At June 30, 2011, aggregate undiscounted environmental reserves were $9.4 million, including current reserves of $4.8 million. Based upon currently available information, the Company believes that it has adequately provided for these environmental exposures and that the outcome of these matters will not have a material adverse effect on its Consolidated Statement of Operations.

Litigation

     We are subject to potential liabilities under government regulations and various claims and legal actions that are pending or may be asserted. These matters arise in the ordinary course and conduct of our business, and, at times, as a result of our acquisitions and dispositions. They include, for example, commercial, intellectual property, environmental, securities, and employment matters. Some are expected to be covered, at least partly, by insurance. We intend to continue to defend ourselves vigorously in such matters. We regularly assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. An estimated loss contingency is accrued in our financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on our assessment, we currently have accrued an immaterial amount in our financial statements for contingent liabilities associated with these legal actions and claims. Litigation is inherently unpredictable, and unfavorable resolutions could occur. As a result, assessing contingencies is highly subjective and requires judgment about future events. The amount of ultimate loss may exceed our current accruals, and it is possible that our cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies.

Indemnifications

     In the normal course of business, we enter into some agreements under which we indemnify third-parties for intellectual property infringement claims or claims arising from breaches of representations or warranties. In addition, from time to time, we provide indemnity protection to third-parties for claims relating to past performance arising from undisclosed liabilities, product liabilities, environmental obligations, representations and warranties, and other claims. In these agreements, the scope and amount of remedy, or the period in which claims can be made, may be limited. It is not possible to determine the maximum potential amount of future payments, if any, due under these indemnities due to the conditional nature of the obligations and the unique facts and circumstances involved in each agreement. Historically, payments made related to these indemnifications have not been material to our consolidated financial position.

Guarantees

     The Company is a guarantor of a pension plan benefit that was assumed in conjunction with the AB merger, that is accounted for under the ASC Topic 460, Guarantees. As part of the divestiture of the Analytical Instruments business in 1999 by AB, the purchaser of the Analytical Instruments business has agreed to pay for the pension benefits for employees of a former German subsidiary. However, the Company was required to guarantee payment of these pension benefits should the purchaser fail to do so, because these payment obligations were not transferable to the buyer under German law. The guaranteed payment obligation is not expected to have a material adverse effect on the Consolidated Financial Statements.

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7. Pension Plans and Postretirement Health and Benefit Program

     The Company has several defined benefit pension plans covering its United States employees and employees in several foreign countries.

     The components of net periodic pension cost or (benefit) for the Company’s pension plans and postretirement benefits plans for the three and six months ended June 30, 2011 and 2010 were as follows:

	Domestic Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	261		$	538		$	522		$	538
Interest cost		9,958			11,863			19,916			20,725
Expected return on plan assets		(10,798	)		(12,430	)		(21,596	)		(20,988	)
Amortization of prior service cost		15			15			30			29
Amortization of actuarial loss		437			212			874			689
Settlement gain*		—			—			—			(5,473	)
Net periodic pension cost (benefit)	$	(127	)	$	198		$	(254	)	$	(4,480	)

	Postretirement Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	16		$	7		$	32		$	52
Interest cost		451			613			902			942
Expected return on plan assets		(119	)		(120	)		(238	)		(217	)
Amortization of prior service cost		(474	)		(468	)		(948	)		(409	)
Amortization of actuarial loss		183			157			366			353
Total periodic pension cost	$	57		$	189		$	114		$	721

	Foreign Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	897		$	917		$	1,758		$	1,903
Interest cost		1,408			1,339			2,750			2,758
Expected return on plan assets		(1,208	)		(1,035	)		(2,361	)		(2,129	)
Amortization of actuarial loss		49			53			95			110
Settlement (gain) loss		(46	)		17			(89	)		35
Net periodic pension cost	$	1,100		$	1,291		$	2,153		$	2,677

* A settlement gain related to the lump sum benefit that the Company paid out during the six months ended June 30, 2010 in conjunction with the restructuring efforts that occurred upon the merger with AB as permitted by the plan provision upon termination.

8. Income Taxes

     Income taxes are determined using an estimated annual effective tax rate applied against income, and then adjusted for the tax impacts of certain significant and discrete items. For the six months ended June 30, 2011, the Company treated the tax impact related to the following as discrete events for which the tax effect was recognized separately from the application of the estimated annual effective tax rate: (i) expenses related to foreign return to provision adjustments and reduced Medicare subsidies; offset by (ii) benefits related to the reversal of tax liabilities and reserves for uncertain tax positions and disqualifying dispositions of qualified stock grants. The Company’s effective tax rate recorded for the six months ended June 30, 2011 was 17.9%. Excluding the impact of the discrete items discussed above, the effective tax rate would have been 22.2%.

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     In accordance with the disclosure requirements as described in ASC Topic 740, Income Taxes, the Company has classified uncertain tax positions as non-current income tax liabilities, or a reduction in non-current deferred tax assets, unless expected to be paid in one year. The Company’s continuing practice is to recognize interest and/or penalties related to income tax matters in income tax expense. It is reasonably possible that there will be a reduction to the balance of unrecognized tax benefits up to $31.6 million in the next twelve months.

9. Stock Repurchase Program

     In December 2010, the Board of Directors of the Company approved a program (the December 2010 program), authorizing management to repurchase up to $500.0 million of common stock. During the six months ended June 30, 2011, the Company repurchased 3.9 million shares of its common stock under the December 2010 program at a total cost of approximately $203.0 million. The cost of repurchased shares is included in treasury stock and reported as a reduction in total equity when a repurchase occurs. No shares were repurchased under this program in 2010.

     In July 2010, the Board of Directors of the Company approved a program (the July 2010 program) authorizing management to repurchase up to $520.0 million of common stock over the next two years. As of December 31, 2010, the Company completed repurchasing 8.4 million shares at a total cost of $436.6 million which was included in treasury stock and reported as a reduction in total equity. During the six months ended June 30, 2011, the Company repurchased an additional 1.5 million shares of its common stock at a total cost of $83.4 million, thereby completing the July 2010 program by repurchasing an aggregate of 9.9 million shares at a total cost of $520.0 million, the maximum amount authorized.

10. Fair Value of Financial Instruments

     The carrying amounts of financial instruments such as cash equivalents, foreign cash accounts, accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses, and other current liabilities approximate the related fair values due to the short-term maturities of these instruments. The Company invests its excess cash into financial instruments which are readily convertible into cash, such as marketable securities, money market funds, corporate notes, government securities, highly liquid debt instruments, time deposits, and certificates of deposit with original maturities of three months or less at the date of purchase. The Company considers all highly liquid investments with maturities of three months or less from the date of purchase to be cash equivalents. The Company has established guidelines to maintain safety and liquidity for our financial instruments, and the cost of securities sold is based on the specific identification method.

     Investments consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Short-term
Bank time deposits	$	24,678	$	20,425
Foreign bonds		2,898		2,654
Total short-term investments		27,576		23,079
Long-term
Equity securities		26,650		22,448
Total long-term investments		26,650		22,448
Total investments	$	54,226	$	45,527

     ASC Topic 820, Fair Value Measurements and Disclosures has redefined fair value and required the Company to establish a framework for measuring fair value and expand disclosures about fair value measurements. The framework requires the valuation of assets and liabilities subject to fair value measurements using a three tiered approach and fair value measurement be classified and disclosed in one of the following three categories:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability;

21

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity).

     The following table represents the financial instruments measured at fair value on a recurring basis on the financial statements of the Company subject to ASC Topic 820, Fair Value Measurements and Disclosures and the valuation approach applied to each class of financial instruments:

			Fair Value Measurements at Reporting Date Using
			Quoted Prices in
	Balance at		Active Markets		Significant Other		Significant
(in thousands)(unaudited)	June 30,		for Identical Assets		Observable Inputs		Unobservable Inputs
Description	2011		(Level 1)		(Level 2)		(Level 3)
Bank time deposits	$	24,678	$	24,678	$	—	$	—
Foreign bonds		2,898		2,898		—		—
Money market funds		283,964		283,964		—		—
Deferred compensation plan assets-mutual funds		28,584		28,584		—		—
Assets-derivative forward exchange contracts		12,718		—		12,718		—
Total assets	$	352,842	$	340,124	$	12,718	$	—
Liabilities-derivative forward exchange contracts		13,651		—		13,651		—
Contingent considerations		269,161		—		—		269,161
Total liabilities	$	282,812	$	—	$	13,651	$	269,161

     At June 30, 2011, the carrying value of the financial instruments measured and classified within Level 1 was based on quoted prices and marked to market.

     The Company held foreign bonds which were classified as available-for-sale securities with a fair value of $2.9 million as of June 30, 2011. During the six months ended June 30, 2011, there was no material gain or loss recorded in accumulated other comprehensive income, and there were no gains or losses reclassified out of accumulated other comprehensive income to earnings as a result of the sales of available-for-sale securities.

     The Company manages the Life Technologies Corporation Deferred Compensation Plan (the “Deferred Compensation Plan”) which allows eligible directors and employees to defer, on a pre-tax basis, a portion or all of their compensation, bonuses, or director’s fees. As of June 30, 2011, the Company held $28.6 million in deferred compensation plan assets which were invested in mutual funds. The fair market value of the assets held in the Deferred Compensation Plan was based on unadjusted quoted prices in active markets. The Company carries a corresponding deferred compensation liability of $28.6 million as of June 30, 2011 in other long-term obligations in its Consolidated Balance Sheet.

     Exchange traded derivatives are valued using quoted market prices, when available, and classified within Level 1 of the fair value hierarchy. Level 2 derivatives include foreign currency forward contracts for which fair value is determined by using observable market spot rates and forward points adjusted by risk-adjusted discount rates. The risk-adjusted discount rate is derived by United States dollar zero coupon yield bonds for the corresponding duration of the maturity of derivatives, then adjusted with a counter party default risk for the value of our derivative assets or our credit risk for the value of our derivative liabilities. Credit risk is derived by observable credit default swaps (CDS) spreads. Because CDS spreads information is not available for our Company, our credit risk is determined by analyzing CDS spreads of similar size public entities in the same industry with similar credit ratings. The value of our derivatives discounted by risk-adjusted discount rates represents the present value of amounts estimated to be received for the assets or paid to transfer the liabilities at the measurement date from a marketplace participant in settlement of these instruments.

     Contingent consideration arrangements obligate the Company to pay former owners of an acquired entity if specified future events occur or conditions are met such as the achievement of certain technological milestones, patent milestones or the achievement of targeted revenue milestones. The Company measures such liabilities using level 3 unobservable inputs, applying the income approach, such as the discounted cash flow technique, or the probability-weighted scenario method. The Company used various key assumptions, such as the probability of achievement on the agreed milestones arrangement and the discount rate, to represent the non-performing risk factors and time value when applying the income approach. The Company continuously monitors the fair value of the contingent considerations, with subsequent revisions reflected in the Statement of Operations in the line items commensurate with the underlying nature of milestone arrangements. For a further discussion on contingent consideration accounting, refer to Note 3 of the

22

Consolidated Financial Statements, “Business Combinations and Divestitures” and Note 6 “Commitments and Contingencies”.

     For financial instrument liabilities with significant Level 3 inputs, the following table summarizes the activity for the six months ended June 30, 2011:

	Fair Value Measurements Using
	Significant
	Unobservable Inputs (Level 3)
	Contingent
(in thousands) (unaudited)	Considerations		Total
Beginning balance at January 1, 2011	$	263,311	$	263,311
Transfers into Level 3 from business combinations		3,107		3,107
Total unrealized losses included in earnings		2,743		2,743
Ending balance at June 30, 2011	$	269,161	$	269,161
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date	$	—	$	—

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

     Non-financial assets and liabilities are recognized at fair value subsequent to initial recognition when they are deemed to be other-than-temporarily impaired. There were no material non-financial assets and liabilities deemed to be other-than-temporarily impaired and measured at fair value on a nonrecurring basis for the six months ended June 30, 2011.

     The Company evaluates its investments in equity and debt securities that are accounted for using the equity method or cost method to determine whether an other-than-temporary impairment or a credit loss exists at period end. At June 30, 2011, the Company held an aggregate $26.7 million of long-term investments in non-publicly traded companies that are accounted for under the cost method. The Company assesses these investments for impairment each quarter, but does not calculate a fair value. Due to the nature of these investments, mainly non-public and early stage companies, the Company believes calculating a fair value not to be practicable. In the event the Company identified an indicator of impairment, the assessment of fair value would be based on all available factors, and may include valuation methodologies using level 3 unobservable inputs, which include discounted cash flows, estimates of sales proceeds, net investment values and appraisals, as appropriate. At June 30, 2011, the Company determined that there was no event or change in circumstances that occurred which had a significant adverse effect on the fair value of the cost method investments during the six months ended June 30, 2011, and accordingly no material impairment charges were recorded during the period.

Foreign Currency and Derivative Financial Instruments

     The Company translates the financial statements of its foreign subsidiaries using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. Net gains or losses resulting from the translation of foreign financial statements and the effect of exchange rate changes on intercompany receivables and payables of a long-term investment nature are recorded as a separate component of stockholders’ equity. These adjustments will affect net income only upon sale or liquidation of the underlying investment in a foreign subsidiary.

     Some of the Company’s reporting entities conduct a portion of their business in currencies other than the entity’s functional currency. These transactions give rise to receivables and payables that are denominated in currencies other than the entity’s functional currency. The value of these receivables and payables is subject to changes in currency exchange rates from the point in which the transactions are originated until the settlement in cash. Both realized and unrealized gains and losses in the value of these receivables and payables are included in the determination of net income. Net currency exchange gains (losses) recognized on business transactions, net of hedging transactions, were $(1.6) million and $1.2 million for the three months ended June 30, 2011 and June 30, 2010, respectively, and $(3.7) million and $5.0 million for the six months ended June 30, 2011 and June 30, 2010, respectively, and such gains and losses are included in other income/(expense) in the Consolidated Statements of Operations.

     To manage the foreign currency exposure risk, the Company uses derivatives for activities in entities that have receivables and payables denominated in a currency other than the entity’s functional currency. Realized and unrealized gains or losses on the value of financial contracts entered into to hedge the exchange rate exposure of these receivables and payables are also included in the determination of net income as they have not been designated for hedge accounting under ASC Topic 815, Derivatives and Hedging.

23

These contracts, which settle in July 2011 through January 2012, effectively fix the exchange rate at which these specific receivables and payables will be settled in, so that gains or losses on the forward contracts offset the gains or losses from changes in the value of the underlying receivables and payables. At June 30, 2011, the Company had a notional principal amount of $817.8 million in foreign currency forward contracts outstanding to hedge currency risk relative to our foreign receivables and payables.

     The Company’s international operating units conduct business in, and have functional currencies that differ from the parent entity, and therefore, the ultimate conversion of these sales to cash in United States dollars is subject to fluctuations in foreign currency. The Company may determine to limit this exposure on the Company’s Consolidated Statements of Operations and Consolidated Statements of Cash Flows from changes in currency exchange rates through hedging. Upon entering derivative transactions, when the United States dollar strengthens significantly against foreign currencies, the decline in the United States dollar value of future foreign currency revenue is offset by gains in the value of the forward contracts designated as hedges. Conversely, when the United States dollar weakens, the opposite occurs. The Company’s currency exposures vary, but are primarily concentrated in the euro, British pound sterling, Japanese yen and Canadian dollar. The Company uses foreign currency forward contracts to mitigate foreign currency risk on forecasted foreign currency intercompany sales that are expected to be settled through July 2011. The change in fair value prior to their maturity is accounted for as cash flow hedges, and recorded in other comprehensive income, net of tax, in the Consolidated Balance Sheets according to ASC Topic 815, Derivatives and Hedging. To the extent any portion of the forward contracts is determined to not be an effective hedge, the increase or decrease in value prior to the maturity is recorded in other income/(expense) in the Consolidated Statements of Operations.

     At June 30, 2011, the Company had a notional principal amount of $58.0 million in foreign currency forward contracts outstanding to hedge foreign currency revenue risk under ASC Topic 815, Derivatives and Hedging. During the six months ended June 30, 2011, the Company did not have any material losses or gains related to the ineffective portion of its hedging instruments in other income/(expense) in the Consolidated Statements of Operations. No hedging relationships were terminated as a result of ineffective hedging or forecasted transactions no longer probable of occurring for foreign currency forward contacts. The Company continuously monitors the probability of forecasted transactions as part of the hedge effectiveness testing. The Company reclasses deferred gains or losses reported in accumulated other comprehensive income into revenue when the consolidated earnings are impacted, which for intercompany sales are when the inventory is sold to a third party. For intercompany sales hedging, the Company uses an inventory turnover ratio for each international operating unit to align the timing of a hedged item and a hedging instrument to impact the Consolidated Statements of Operations during the same reporting period. At June 30, 2011, the Company expects to recognize $9.7 million of net losses on derivative instruments currently classified under accumulated other comprehensive income to revenue, offsetting the change in revenue due to foreign currency translation, during the next twelve months.

     In January of 2009, the Company entered into interest rate swap agreements that effectively converted variable rate interest payments to fixed rate interest payments for a notional amount of $1,000.0 million (a portion of term loan A) of which $300.0 million of swap payment arrangements would have expired in January of 2012 and $700.0 million of swap payment arrangements would have expired in January of 2013. During February 2010, term loan A and term loan B were fully repaid in conjunction with the new senior notes issuance. As a result, the Company de-designated the hedging relationship due to the forecasted transactions no longer being probable of occurring and recognized a $12.9 million loss during the six months ended June 30, 2010 as a discontinuance of the cash flow hedges in accordance with ASC Topic 815, Derivatives and Hedging.

24

     The following table summarizes the fair values of derivative instruments at June 30, 2011 and December 31, 2010:

	Asset Derivatives					Liability Derivatives
		Fair Value					Fair Value
	Balance Sheet	June 30,		December 31,		Balance Sheet	June 30,		December 31,
	Location	2011		2010		Location	2011		2010
(in thousands)		(unaudited)					(unaudited)
Derivatives instruments designated and qualified as cash flow hedges
Forward exchange contracts	Other current assets	$	—	$	—	Other current liabilities	$	6,648	$	41,558
Total		$	—	$	—		$	6,648	$	41,558
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other current assets	$	12,718	$	15,189	Other current liabilities	$	7,003	$	4,732
Total		$	12,718	$	15,189		$	7,003	$	4,732
Total derivatives		$	12,718	$	15,189		$	13,651	$	46,290

     The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations for the three months ended June 30, 2011 and 2010, respectively:

Three months ended June 30,

Three months ended June 30,

2011

2010

Amount of

Amount of

Location of

Gain/(Loss)

Location of

Gain/(Loss)

Amount of

Gain/(Loss)

Reclassified

Amount of

Gain/(Loss)

Reclassified

(Gain)/Loss

Reclassified from

from

(Gain)/Loss

Reclassified from

from

Recognized in

AOCI into

AOCI

Recognized in

AOCI into

AOCI

OCI

Income

into Income

OCI

Income

into Income

(in thousands)(unaudited)

Effective Portion

Effective Portion

Derivatives instruments designated and qualified as cash flow hedges

Foreign exchange contracts

$

5,435

Revenue

$

(31,713

)

$

(13,804

)

Revenue

$

8,039

Interest rate swap contracts

—

Interest expense

146

—

Interest expense

—

Total derivatives

$

5,435

$

(31,567

)

$

(13,804

)

$

8,039

	Three months ended June 30,			Three months ended June 30,
	2011			2010
		Amount of			Amount of
	Location of	(Gain)/Loss		Location of	(Gain)/Loss
	(Gain)/Loss	recognized in		(Gain)/Loss	recognized in
	Recognized in Income	Income		Recognized in Income	Income
(in thousands)(unaudited)	Ineffective Portion			Ineffective Portion
Derivatives instruments designated and qualified as cash flow hedges
Foreign exchange contracts	Other (income)expense	$	*	Other (income) expense	$	*
Interest rate swap contracts	Other (income)expense		—	Other (income) expense		—
Total derivatives		$	*		$	*

25

	Three months ended June 30,			Three months ended June 30,
	2011			2010
	Location of	Amount of		Location of	Amount of
	(Gain)/Loss	(Gain)/Loss		(Gain)/Loss	(Gain)/Loss
	Recognized in	Recognized in		Recognized in	Recognized in
(in thousands)(unaudited)	Income	Income		Income	Income
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other(income)expense	$	10,051	Other (income) expense	$	(70,853	)
Total Derivatives		$	10,051		$	(70,853	)

* De minimus amount recognized in the hedge relationship.

     The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations for the six months ended June 30, 2011 and 2010, respectively:

Six months ended June 30,

Six months ended June 30,

2011

2010

Amount of

Amount of

Location of

Gain/(Loss)

Location of

Gain/(Loss)

Amount of

Gain/(Loss)

Reclassified

Amount of

Gain/(Loss)

Reclassified

(Gain)/Loss

Reclassified from

from

(Gain)/Loss

Reclassified from

from

Recognized in

AOCI into

AOCI

Recognized in

AOCI into

AOCI

OCI

Income

into Income

OCI

Income

into Income

(in thousands)(unaudited)

Effective Portion

Effective Portion

Derivatives instruments designated and qualified as cash flow hedges

Foreign exchange contracts

$

19,462

Revenue

$

(54,391

)

$

(36,033

)

Revenue

$

9,200

Interest rate swap contracts

—

Interest expense

292

7,772

**

Interest expense

—

Total derivatives

$

19,462

$

(54,099

)

$

(28,261

)

$

9,200

	Six months ended June 30,			Six months ended June 30,
	2011			2010
		Amount of			Amount of
	Location of	(Gain)/Loss		Location of	(Gain)/Loss
	(Gain)/Loss	recognized in		(Gain)/Loss	recognized in
	Recognized in Income	Income		Recognized in Income	Income
(in thousands)(unaudited)	Ineffective Portion			Ineffective Portion
Derivatives instruments designated and qualified as cash flow hedges
Foreign exchange contracts	Other (income)expense	$	*	Other (income) expense	$	*
Interest rate swap contracts	Other (income)expense		—	Other (income)expense		—
Total derivatives		$	*		$	*

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	Six months ended June 30,			Six months ended June 30,
	2011			2010
	Location of	Amount of		Location of	Amount of
	(Gain)/Loss	(Gain)/Loss		(Gain)/Loss	(Gain)/Loss
	Recognized in	Recognized in		Recognized in	Recognized in
(in thousands)(unaudited)	Income	Income		Income	Income
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other (income) expense	$	38,110	Other (income) expense	$	(91,838	)
Total derivatives		$	38,110		$	(91,838	)

*	De minimus amount recognized in the hedge relationship.
**	$7.8 million was a part of the $12.9 million loss on discontinuance of cash flow hedge related to term loan A interest rate swaps. The difference of $5.1 million was recognized in other comprehensive income in 2009. The entire $12.9 million was reclassified from accumulated other comprehensive income into other income/(expense) during the first quarter of 2010.

Concentration of Credit Risk

     Financial instruments that potentially subject us to concentrations of credit risk are cash and cash equivalents, investments, and accounts receivable. We attempt to minimize the risks related to cash and cash equivalents and investments by using highly-rated financial institutions that invest in a broad and diverse range of financial instruments. We have established guidelines relative to credit ratings and maturities intended to maintain safety and liquidity. Concentration of credit risk with respect to accounts receivable is limited due to our large and diverse customer base, which is dispersed over different geographic areas. Allowances are maintained for potential credit losses and such losses have historically been within our expectations. Our investment portfolio is maintained in accordance with our investment policy that defines allowable investments, specifies credit quality standards and limits the credit exposure of any single issuer.

     Our derivatives instruments have an element of risk in that the counterparties may be unable to meet the terms of the agreements. We attempt to minimize this risk by limiting the counterparties to a diverse group of highly-rated domestic and international financial institutions. In the event of non-performance by these counterparties, the asset position carrying values of our financial instruments represent the maximum amount of loss we could incur as of June 30, 2011. However, we do not expect to record any losses as a result of counterparty default in the foreseeable future. We do not require and are not required to pledge collateral for these financial instruments. The Company does not use derivative financial instruments for speculation or trading purposes or for activities other than risk management and we are not a party to leveraged derivatives. In addition, we do not carry any master netting arrangements to mitigate the credit risk. The Company continually evaluates the costs and benefits of its hedging program.

Debt Obligations

     The Company has certain financial instruments in which the carrying value does not equal the fair value. The estimated fair value of the senior notes and the convertible senior notes was determined by using observable market information.

     The fair value and carrying amounts of the Company’s debt obligations were as follows:

	Fair Value				Carrying Amounts
	June 30,		December 31,		June 30,		December 31,
	2011		2010		2011		2010
(in thousands)	(unaudited)				(unaudited)
3.375% Senior Notes (principal due 2013)	$	257,775	$	254,663	$	249,933	$	249,914
4.400% Senior Notes (principal due 2015)		531,515		520,380		498,747		498,592
3.500% Senior Notes (principal due 2016)		411,044		396,492		399,418		399,360
6.000% Senior Notes (principal due 2020)		815,138		805,815		748,625		748,565
5.000% Senior Notes (principal due 2021)		403,052		396,664		398,292		398,224
1 1/2% Convertible Senior Notes (principal due 2024)		516,938		545,909		438,178		428,356
3 1/4% Convertible Senior Notes (principal due 2025)		—		413,000		—		345,360

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     For details on the carrying amounts of the debt obligations, refer to Note 4 of the Consolidated Financial Statements, “Long-Term Debt”.

11. Subsequent Events

     In July 2011, the Board of Directors of the Company approved a program (the July 2011 program) authorizing management to repurchase up to $200.0 million of common stock under the July 2011 program. The cost of repurchased shares will be included in treasury stock and reported as a reduction in total equity when a repurchase occurs.

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

     The following discussion and analysis of financial condition and results of operations should be read in conjunction with the Unaudited Consolidated Financial Statements and Notes thereto included elsewhere in this report and the Consolidated Financial Statements and Notes thereto included in our annual report on Form 10-K for the fiscal year ended December 31, 2010.

Forward-looking Statements

     Any statements in this Quarterly Report on Form 10-Q about our expectations, beliefs, plans, objectives, prospects, financial condition, assumptions or future events or performance are not historical facts and are forward-looking statements. These statements are often, but not always, made through the use of words or phrases such as “believe,” “anticipate,” “should,” “intend,” “plan,” “will,” “expect(s),” “estimate(s),” “project(s),” “positioned,” “strategy,” “outlook” and similar expressions. Additionally, statements concerning future matters, such as the development of new products, enhancements of technologies, sales levels and operating results and other statements regarding matters that are not historical facts are forward-looking statements. Accordingly, all such forward-looking statements involve estimates, assumptions and relate to uncertainties that could cause our actual results to differ materially from the results expressed in the statements. Any forward-looking statements are qualified in their entirety by reference to the factors discussed throughout this Quarterly Report on Form 10-Q and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2010. Among the key factors that could cause our actual results to differ materially from those projected in our forward-looking statements, include our ability to:

• continually develop and offer new products and services that are commercially successful;

• successfully compete and maintain the pricing of products and services;

• maintain our revenue and profitability during periods of adverse economic and business conditions;

• successfully integrate and develop acquired businesses and technologies;

• successfully acquire new products, services, and technologies through additional acquisitions;

• successfully procure our products and supplies from our existing supply chain;

• successfully secure and deploy capital;

• satisfy our debt obligations; and

• the additional risks and other factors described under the caption “Risk Factors” under Item 1A of the Annual Report on Form 10-K for the fiscal year ended December 31, 2010, filed with the Securities and Exchange Commission on February 25, 2011.

     Because the factors referred to above could cause our actual results or outcomes to differ materially from those expressed in any forward-looking statements made by us, you should not place undue reliance on any such forward-looking statements. Further, any

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forward-looking statement speaks only as of the date of this Quarterly Report on Form 10-Q, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after such date to reflect the occurrence of unanticipated events.

OVERVIEW

     Revenues for the three and six months ended June 30, 2011 were $941.1 million and $1,837.0 million, respectively, with net income attributable to the Company of $95.5 million and $189.2 million, respectively. Revenues for the three and six months ended June 30, 2010 were $903.7 million and $1,788.7 million, respectively, with net income attributable to the Company of $110.6 million and $202.1 million, respectively.

Our Business

     We are a global life sciences company dedicated to improving the human condition. Our systems, reagents, and services enable scientific researchers to accelerate scientific exploration, leading to discoveries and developments that improve the quality of life. Life Technologies customers do their work across the biological spectrum, working to advance genomic medicine, regenerative science, molecular diagnostics, agricultural and environmental research, and 21^st century forensics. The Company had a workforce of approximately 11,000 people, had a presence in more than 160 countries, and possessed a rapidly-growing intellectual property estate of over 4,000 patents and exclusive licenses.

     The Company’s systems and reagents enable, simplify and improve a broad spectrum of biological research of genes, proteins and cells within academic and life science research and commercial applications. Our scientific know-how is making biodiscovery research techniques more effective and efficient to pharmaceutical, biotechnology, agricultural, government and academic researchers with backgrounds in a wide range of scientific disciplines.

     The Company offers many different products and services, and is continually developing and/or acquiring others. Some of our specific product categories include the following:

• Capillary electrophoresis, SOLiDtm, and Ion Torrenttm DNA sequencing systems and reagents, which are used to discover sources of genetic and epigenetic variation, to catalog the DNA structure of organisms de novo, to verify the composition of genetic research material, and to apply these genetic analysis discoveries in markets such as forensic human identification.

• “High-throughput” gene cloning and expression technology, which allows customers to clone and expression-test genes on an industrial scale.

• Pre-cast electrophoresis products, which improve the speed, reliability and convenience of separating nucleic acids and proteins.

• Antibodies, which allow researchers to capture and label proteins, visualize their location through use of Molecular Probes dyes and discern their role in disease.

• Magnetic beads, which are used in a variety of settings, such as attachment of molecular labels, nucleic acid purification, and organ and bone marrow tissue type testing.

• Molecular Probes fluorescence-based technologies, which facilitate the labeling of molecules for biological research and drug discovery.

• Transfection reagents, which are widely used to transfer genetic elements into living cells enabling the study of protein function and gene regulation.

• PCR and Real Time PCR systems and reagents, which enable researchers to amplify and detect targeted nucleic acids (DNA and RNA molecules) for a host of applications in molecular biology.

• Cell culture media and reagents used to preserve and grow mammalian cells, which are used in large scale cGMP bio-production facilities to produce large molecule biologic therapies.

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• RNA Interference reagents, which enable scientists to selectively “turn off” genes in biology systems to gain insight into biological pathways.

     The Company aligns our products and services into the following three divisions: Molecular Biology Systems (MBS), Genetic Systems (GS) and Cell Systems (CS). The MBS division includes the molecular biology based technologies including basic and real-time PCR, RNAi, DNA synthesis, thermo-cycler instrumentation, cloning and protein expression profiling and protein analysis. The GS division includes sequencing systems and reagents, including capillary electrophoresis, the SOLiDtm system, and Ion Torrenttm sequencing systems, as well as reagent kits developed specifically for applied markets, such as forensics, food safety and pharmaceutical quality monitoring. The CS division includes all product lines used in the study of cell function, including cell culture media and sera, stem cells and related tools, cellular imaging products, antibodies, drug discovery services, and cell therapy related products.

     The principal arenas for our products include the life sciences research industry and the biopharmaceutical production industry. We divide our customer base into three principal categories:

     Life science researchers. The life sciences research market consists of laboratories generally associated with universities, medical research centers, government institutions (such as the United States National Institutes of Health, or the NIH), and other research institutions as well as biotechnology, pharmaceutical, diagnostic, energy, agricultural, and chemical companies. Researchers at these institutions are using our products and services in a broad spectrum of scientific activities, such as searching for pharmaceutical or other techniques to combat a wide variety of diseases (including, cancer and viral and bacterial diseases); researching diagnostics for disease identification or for improving the efficacy of drugs to targeted patient groups; and assisting in vaccine design, bioproduction, and agriculture. Our products and services provide the research tools needed for genomics studies, proteomics studies, gene splicing, cellular analysis, and other key research applications that are required by these life science researchers. In addition, our research tools are important in the development of diagnostics for disease determination as well as identification of patients for more targeted therapy.

     Commercial producers of biopharmaceutical and other high valued proteins. The Company serves industries that apply genetic engineering to the research and commercial production of useful but otherwise rare or difficult to obtain substances, such as proteins, interferons, interleukins, t-PA and monoclonal antibodies. Once a discovery has been proven, the manufacturers of these materials require larger quantities of the same sera and other cell growth media that the Company provides in smaller quantities to researchers. Industries involved in the commercial production of genetically engineered products include the biotechnology, pharmaceutical, food processing and agricultural industries.

     Users who apply our technologies to enable or improve particular activities. We provide tools that apply our technology to enable or improve activities in particular markets, which we refer to as Applied Markets. The current focus of our products for these industries is in the areas of: forensic analysis, which is used to identify individuals based on their DNA; quality and safety testing, such as testing required to measure food, beverage, or environmental quality, and pharmaceutical manufacturing quality and safety; and biosecurity, which refers to products needed in response to the threat of biological terrorism and other malicious, accidental, and natural biological dangers. The Applied Biosystems branded forensic testing and human identification products and services are innovative and market-leading tools that have been widely accepted by investigators and laboratories in connection with criminal investigations, the exoneration of individuals wrongly accused or convicted of crimes, identifying victims of disasters, and paternity testing.

CRITICAL ACCOUNTING POLICIES

     Our critical accounting policies are those that require significant judgment. In the second quarter of 2011, the FASB issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs, and ASU 2011-05, Presentation of Comprehensive Income. The Company will adopt each of these pronouncements in the first quarter of 2012. For additional information on the recent accounting pronouncements impacting our business, see Note 1 of the Notes to Consolidated Financial Statements.

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RESULTS OF OPERATIONS

Second Quarter of 2011 Compared to the Second Quarter of 2010

     The following table compares revenues and gross margin for the second quarter of 2011 and 2010:

	Three months ended
	June 30,						$ Increase			% Increase
(in millions) (unaudited)	2011			2010			(Decrease)			(Decrease)
Molecular Biology Systems	$	431.7		$	433.9		$	(2.2	)		(1	)%
Cell Systems		242.9			230.4			12.5			5	%
Genetic Systems		264.5			235.3			29.2			12	%
Corporate and other		2.0			4.1			(2.1	)		(51	)%
Total revenues	$	941.1		$	903.7		$	37.4			4	%
Total gross profit	$	524.6		$	540.7		$	(16.1	)		(3	)%
Total gross profit margin %		55.7	%		59.8	%

Revenue

     The Company’s revenues increased by $37.4 million or 4% for the second quarter of 2011 compared to the second quarter of 2010. The increase in revenue is driven primarily by an increase of $14.4 million in volume and pricing, $12.7 million associated with acquisitions, and $12.1 million in favorable currency impacts, including hedging. Volume and pricing relates to the impact on revenue due to existing and new product total unit sales as well as year over year change in unit pricing and its impact on gross revenue.

     The Company operates our business under three divisions—Molecular Biology Systems, Cell Systems, and Genetic Systems. The Molecular Biology Systems (MBS) division includes the molecular biology based technologies including basic and real-time PCR, RNAi, DNA synthesis, thermo-cycler instrumentation, cloning and protein expression profiling and protein analysis. Revenue in this division decreased by $2.2 million or 1% in the second quarter of 2011 compared to the second quarter 2010. This decrease was driven primarily by $7.5 million in decreased volume and pricing, partially offset by $5.2 million in favorable currency impacts, including hedging. The Cell Systems (CS) division includes all product lines used in the study of cell function, including cell culture media and sera, stem cells and related tools, cellular imaging products, antibodies, drug discovery services, and cell therapy related products. Revenue in this division increased $12.5 million or 5% for the second quarter of 2011 compared to the second quarter of 2010. This increase was driven primarily by $9.5 million in increased volume and pricing, and $3.0 million in favorable foreign currency impacts, including hedging. The Genetic System (GS) division includes sequencing systems and reagents, including capillary electrophoresis, Ion Torrenttm and the SOLiDtm sequencing systems, as well as reagent kits developed specifically for applied markets, such as forensics and food safety and animal health. Revenue in this division increased by $29.2 million or 12% for the second quarter of 2011 compared to the second quarter of 2010. This increase was driven primarily by $12.6 million in increased volume and pricing, $12.7 million associated with acquisitions, and $3.8 million in favorable currency impacts, including hedging.

     Changes in exchange rates of foreign currencies, especially the Japanese yen, the British pound sterling, the euro and the Canadian dollar, can significantly increase or decrease our reported revenue on sales made in these currencies and could result in a material positive or negative impact on our reported results. In addition to currency exchange rates, we expect that future revenues will be affected by, among other things, new product introductions, competitive conditions, customer research budgets, government research funding, the rate of expansion of our customer base, price increases, product discontinuations, and acquisitions or dispositions of businesses or product lines.

Gross Profit

     Gross profit decreased $16.1 million or 3% in the second quarter of 2011 compared to the second quarter of 2010. The decrease in gross profit was primarily driven by a $10.9 million decrease in price, volume, and product mix, a $6.4 million increase in purchased intangible amortization, and $1.1 million of unfavorable currency impacts, including hedging, partially offset by $6.0 million associated with acquisitions.

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Operating Expenses

     The following table compares operating expenses for the second quarter of 2011 and 2010:

	Three months ended June 30,
	2011					2010
				As a				As a
		Operating		percentage of			Operating		percentage of			$ Increase/			% Increase/
(in millions) (unaudited)	expense		revenues				expense	revenues			(decrease)			(decrease)
Operating Expenses:
Selling, general and administrative	$	254.8		27	%	$	252.8		28	%	$	2.0			1	%
Research and development		91.1		10	%		90.3		10	%		0.8			1	%
Purchased in-process research and development		—		—			1.7	NM				(1.7	)	NM
Business consolidation costs		18.7		2	%		23.4		3	%		(4.7	)		(20	)%

Selling, general and administrative

     For the second quarter of 2011, selling, general and administrative expenses increased $2.0 million, or 1%, compared to the second quarter of 2010. This increase was driven primarily by $8.7 million in unfavorable currency impacts and a $5.1 million increase in purchased services, partially offset by a decrease of $9.0 million in compensation, bonuses, and benefits, and a decrease of $2.0 million in facilities, general overhead and infrastructure costs. As a percentage of revenue, the costs are down from the prior year as a result of the restructuring activities executed which have contributed to the reduction of overhead costs year over year.

Research and development

     For the second quarter of 2011, research and development expenses increased $0.8 million or 1% compared to the second quarter of 2010. The activities in research and development for the second quarter of 2011 remained relatively consistent with those in the second quarter of 2010. The Company continues to invest in research and development programs and as a percentage of revenue, the costs are comparable period over period.

Business Consolidation Costs

     Business consolidation costs for the second quarter of 2011 were $18.7 million, compared to $23.4 million in the second quarter of 2010, and represent costs to integrate recent and pending acquisitions and divestitures into the Company’s operations. The expenses for both quarters related primarily to integration and restructuring efforts, including severance and site consolidation, currently underway related to various business transformation activities, acquisitions and divestitures.

Other Income (Expense)

Interest Income

     Interest income was $1.2 million for the second quarter of 2011 compared to $1.1 million for the second quarter of 2010.

     Interest income in the future will be affected by changes in short-term interest rates and changes in cash balances, which may materially increase or decrease as a result of operations, acquisitions, debt repayment, stock repurchase programs and other financing activities.

Interest Expense

     Interest expense was $42.8 million for the second quarter of 2011 compared to $39.3 million for the second quarter of 2010. The increase in interest expense was primarily driven by higher debt balances as a result of the $800.0 million of fixed rate unsecured notes issued in December 2010, partially offset with the pay off of the 2023 Convertible Senior Notes in August 2010.

     The Company adopted a bifurcation requirement on our convertible debt prescribed by ASC Topic 470-20, Debt with Conversion and Other Options and as a result has incurred an additional $7.3 million in expense in the second quarter of 2011 and $11.3 million in the second quarter of 2010.

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Other Income (Expense), Net

     Other income (expense), net, was $(3.6) million for the second quarter of 2011 compared to $2.0 million for the same period of 2010. Included in the second quarter of 2011 and 2010 were foreign currency (losses) and gains of $(1.6) million and $1.2 million, respectively, net of hedging activities, driven by large currency fluctuation in major currencies.

Provision for Income Taxes

     The provision for income taxes as a percentage of pre-tax income from continuing operations was 17.1% for the second quarter of 2011 compared with 13.9% for the second quarter of 2010. The lower effective tax rate in the second quarter of 2010 was primarily attributable to tax benefits related to the sale of the Mass Spectrometry division and tax benefits related to certain prior year acquisitions not recurring in 2011. For a reconciliation of the effective rate, refer to “Results of Operations: First Six Months of 2011 compared to First Six Months of 2010”.

First Six Months of 2011 compared to First Six Months of 2010

     The following table compares revenues and gross margin for the first six months of 2011 and 2010:

	Six months ended
	June 30,						$ Increase			% Increase
(in millions) (unaudited)	2011			2010			(Decrease)			(Decrease)
Molecular Biology Systems	$	857.4		$	865.4		$	(8.0	)		(1	)%
Cell Systems		480.6			444.2			36.4			8	%
Genetic Systems		492.1			473.0			19.1			4	%
Corporate and other		6.9			6.1			0.8			13	%
Total revenues	$	1,837.0		$	1,788.7		$	48.3			3	%
Total gross profit	$	1,043.6		$	1,073.8		$	(30.2	)		(3	)%
Total gross profit margin %		56.8	%		60.0	%

Revenue

     The Company’s revenues increased by $48.3 million or 3% for the first six months of 2011 compared to the first six months of 2010. The increase in revenue was driven primarily by increases of $33.3 million associated with acquisitions, $11.2 million in volume and pricing, and $4.6 million in favorable currency impacts, including hedging.

     Revenue in the MBS division decreased by $8.0 million or 1% for the first six months of 2011 compared to the same period of 2010. This decrease was driven primarily by $21.2 million in decreased volume and pricing, partially offset by $11.3 million associated with acquisitions and by $1.8 million in favorable currency impacts, including hedging. Revenue in the CS division increased by $36.4 million or 8% for the first six months of 2011 compared to the first six months of 2010. This increase was driven primarily by $35.0 million in increased volume and pricing and by $1.4 million in favorable currency impacts, including hedging. Revenue in the GS division increased by $19.1 million or 4% in the first six months of 2011 compared to the first six months of 2010. This increase was driven primarily by $21.4 million associated with acquisitions and $1.3 million in favorable currency impacts, including hedging, partially offset by $3.6 million in decreased volume and pricing.

Gross Profit

     Gross profit decreased $30.2 million or 3% in the first six months of 2011 compared to the same period of 2010. The decrease in gross profit was primarily driven by $20.1 million in decreased price, volume and product mix, $12.7 million in unfavorable currency impacts, including hedging, and a $12.5 million increase of purchased intangible amortization, partially offset by $16.1 million associated with acquisitions.

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Operating Expenses

     The following table compares operating expenses for the first six months of 2011 and 2010:

	Six months ended June 30,
	2011					2010
			As a					As a
	Operating		percentage of			Operating		percentage of			$ Increase /			% Increase /
(in millions) (unaudited)	expense		revenues			expense		revenues			(decrease)			(decrease)
Operating Expenses:
Selling, general and administrative	$	507.6		28	%	$	512.5		29	%	$	(4.9	)		(1	)%
Research and development		183.9		10	%		176.7		10	%		7.2			4	%
Purchased in-process research and development		—		—			1.7	NM				(1.7	)	NM
Business consolidation costs		33.3		2	%		48.7		3	%		(15.4	)		(32	)%

Selling, general and administrative

     For the first six months of 2011, selling, general and administrative expenses decreased by $4.9 million or 1% compared to the first six months of 2010. This decrease was driven primarily by a $16.2 million decrease in compensation, bonuses, and benefits, and a $4.9 million decrease in general overhead and infrastructure costs, partially offset by $11.2 million of unfavorable currency impacts and a $5.1 million increase in purchased services. As a percentage of revenue, the costs are down from the prior year as a result of the restructuring activities executed which have contributed to the reduction of overhead costs year over year.

Research and development

     For the first six months of 2011, research and development expenses increased by $7.2 million or 4% compared to the first six months of 2010. This increase was driven primarily by an increase of $2.2 million in general overhead and infrastructure costs, a $2.2 million increase in purchased services, and a $2.0 million increase in compensation, bonuses, and benefits. The Company continues to invest in research and development programs and as a percentage of revenue, the costs are comparable period over period.

Business Consolidation Costs

     Business consolidation costs for the first six months of 2011 were $33.3 million, compared to $48.7 million in the first six months of 2010, and represent costs to integrate recent and pending acquisitions and divestitures into the Company’s operations. The expenses for both periods related primarily to integration and restructuring efforts, including severance and site consolidation, currently underway related to various mergers, acquisitions and divestitures.

Other Income (Expense)

Interest Income

     Interest income was $2.0 million for the first six months of 2011 compared to $2.5 million for the first six months of 2010.

     Interest income in the future will be affected by changes in short-term interest rates and changes in cash balances, which may materially increase or decrease as a result of operations, acquisitions, debt repayment, stock repurchase programs and other financing activities.

Interest Expense

     Interest expense was $85.9 million for the first six months of 2011 compared to $80.8 million for the first six months of 2010. The increase in interest expenses was primarily driven by higher debt balances driven by the $1,500.0 million of fixed rate unsecured notes issued in February 2010 and the $800.0 million of fixed rate unsecured notes issued in December 2010, partially offset by the pay off of the term loans in February 2010 and the 2023 Convertible Senior Notes in August 2010.

     The Company adopted a bifurcation requirement on our convertible debt prescribed by ASC Topic 470-20, Debt with Conversion and Other Options and as a result has incurred an additional $14.5 million in expense in the first six months of 2011 and $22.5 million for the first six months of 2010.

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     During February 2010, the Company fully repaid the remaining outstanding term loans, and recognized a loss of $54.2 million of deferred financing costs. The loss is separately identified in the Consolidated Statements of Operations as a “Loss on early extinguishment of debt”.

Other Expense, Net

     Other expense, net, was $4.9 million for the first six months of 2011 compared to $2.0 million for the same period of 2010. Included in the first six months of 2011 were foreign currency losses of $3.7 million driven by fluctuations in major currencies. Included in the first six months of 2010 was a loss on the discontinuance of cash flow hedges of $12.9 million and a $1.2 million expense related to the amortization of purchased intangibles and amortization of deferred revenue fair market value adjustments attributable to the Mass Spectrometry joint venture, partially offset with a gain from the recovery of an impaired security of $6.7 million and foreign currency gains of $5.0 million.

     During January 2010, the Company completed the sale of its 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture to Danaher Corporation for $428.1 million in cash, excluding transactions costs, and recorded a gain of $37.3 million. The gain is separately identified in the Consolidated Statements of Operations as a “Gain on divestiture of equity investments”.

Provision for Income Taxes

     The provision for income taxes as a percentage of pre-tax income from continuing operations was 17.9% for the first six months of 2011 compared with 14.7% for the first six months of 2010. The lower effective tax rate for the first six months of 2010 was primarily driven by tax benefits related to the sale of the Mass Spectrometry division, early extinguishment of debt and tax benefits related to certain prior year acquisitions not recurring in 2011. In the first six months of 2011, the effective tax rate of 17.9% was reduced from the estimated annual effective tax rate of 22.2%, primarily due to tax benefits associated with the reversal of tax liabilities and reserves for uncertain tax positions and disqualifying dispositions of qualified stock.

     The differences between the United Sates federal statutory tax rate and the Company’s effective tax rate without the discrete items are as follows:

Statutory United States federal income tax rate	35.0	%
State income tax	1.6
Foreign earnings taxed at non-United States rates (includes a significant benefit relating to the Singapore tax exemption grant)	(12.4	)
Credits and incentives	(3.3	)
Other	1.3
Effective income tax rate	22.2	%

LIQUIDITY AND CAPITAL RESOURCES

     Our future capital requirements and the adequacy of our available funds will depend on many factors, including future business acquisitions, debt repayment, share repurchases, scientific progress in our research and development programs and the magnitude of those programs, our ability to establish collaborative and licensing arrangements, the cost involved in preparing, filing, prosecuting, maintaining and enforcing patent claims and competing technological and market developments. We intend to continue our strategic investment activities in new product development, in-licensing technologies and acquisitions that support our platforms. We believe that our annual positive cash flow generation and existing revolving credit facility will enable the company to fund current working capital requirements and continued operations.

     The Company has been able to, and expects to continue to generate positive cash flow from operations. Future debt repayment, share repurchases, future acquisitions or additional payments for the contingent consideration upon the achievement of milestones pertaining to previous acquisitions may be financed by a combination of cash on hand, our positive cash flow generation, our existing revolving credit facility, or the issuance of new debt or stock. In the next twelve months, the Company, upon the achievement of

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technological milestones, will have the obligation to complete its milestone payment in the acquisition of Ion Torrent. Additionally, the Company will have the opportunity to settle its outstanding convertible senior notes prior to the stated maturity. Such decision will be made based on the prevailing market conditions in effect at the time the opportunity is available. The Company, at the election of the holders of the convertible senior notes, could be obligated to repurchase the notes. In order to meet these obligations and opportunities, the Company will consider whether additional external financing would be required. While conditions of the credit market at any given time may impact our ability to obtain credit, the Company believes that it has the ability to raise funding through public and private markets at reasonable rates based on the Company’s risk profile, along with its history of strong cash generation and timely debt repayments. The Company will continuously assess the most appropriate method of financing the Company’s short and long term operations.

     Our working capital factors, such as inventory turnover and days sales outstanding, are marginally seasonal and, on an interim basis during the year, may require an influx of short-term working capital. We believe our current cash and cash equivalents, investments, cash provided by operations and cash available from bank loans and lines of credit will satisfy our working capital requirements, debt obligations and capital expenditures for the foreseeable future.

     Cash and cash equivalents were $520.1 million at June 30, 2011, a decrease of $293.4 million from December 31, 2010, primarily due to cash used in financing activities of $543.7 million and cash used in investing activities of $83.9 million, offset by cash provided by operating activities of $319.5 million and the effect of exchange rates on cash of $14.6 million. Further discussion surrounding the makeup of each cash flow component movement for the first six months of 2011 is listed below.

Operating Activities

     Operating activities provided net cash of $319.5 million through the first six months of 2011 primarily from our net income of $188.8 million plus net non-cash charges of $233.9 million, offset by a decrease in cash from operating assets and liabilities of $103.2 million. Non-cash charges were primarily comprised of amortization of intangibles of $155.1 million, depreciation of $60.4 million, stock-based compensation expense of $43.1 million, and debt discount amortization and non-cash interest expense of $17.9 million resulting from the retrospective adoption of a bifurcation requirement on our convertible debt as prescribed by ASC Topic 470-20, Debt with Conversion and Other Options, offset by a change in deferred income taxes which resulted in a use of cash of $43.0 million. The decrease of $103.2 million in cash within operating assets and liabilities was mainly due to a $55.6 million increase in trade accounts receivable, a $41.0 million impact from hedging activities, a $39.6 million increase in inventories, a $31.6 million decrease in accrued expense and other current liabilities, and a $10.3 million increase in prepaid expenses and other current assets. These were partially offset by a $30.8 million increase in accounts payable, a $22.2 million net increase in income tax liabilities, and a $22.0 million decrease in other assets. The movement in cash as a result of changes in operating assets and liabilities is consistent with normal ongoing operations.

     As of June 30, 2011, we had cash and cash equivalents of $520.1 million, restricted cash of $17.4 million, and short-term investments of $27.6 million. Our working capital was $332.6 million as of June 30, 2011 including restricted cash. Our funds for cash and cash equivalents are currently primarily invested in marketable securities, money market funds, and bank deposits with maturities of less than three months. Cash and cash equivalents held by our foreign subsidiaries at June 30, 2011 was approximately $209.7 million. It is the Company’s intention to indefinitely reinvest all current and future foreign earnings in order to ensure sufficient working capital and expand existing operations outside the United States. Additionally, the Company intends to fund future foreign acquisitions primarily through the use of unrepatriated cash held by our foreign subsidiaries. While the Company has repatriated significant earnings in the past, primarily due to certain debt obligations and covenants which no longer exist, similar repatriation of earnings is no longer expected or required. In addition to cash on hand in the United States, the Company has the ability to raise cash through bank loans, debt obligations or by settling loans with its foreign subsidiaries in order to cover the domestic needs. Accordingly, it is the intention of Company management to indefinitely reinvest all current earnings from foreign operations. In the event the Company were required to repatriate funds outside of the United States, such repatriation would be subject to local laws, customs and tax consequences.

     The Company’s pension plans and post retirement benefit plans are funded in accordance with local statutory requirements or by voluntary contributions. The funding requirement is based on the funded status, which is measured by using various actuarial assumptions, such as interest rate, rate of compensation increase, or expected return on plan assets. The Company’s future contribution may change when new information is available or local statutory requirement is changed. Any large funding requirements would be a

36

reduction to operating cash flow. At the current time, the Company is in compliance with all funding requirements.

Investing Activities

     Net cash used in investing activities through the first six months of 2011 was $83.9 million. The primary drivers were $40.6 million of cash outflows associated with the divestiture of the joint venture, which related primarily to tax payments, $33.8 million for the purchases of property and equipment, and $9.0 million for the purchases of investments.

     In October 2010, the Company completed the acquisition of Ion Torrent for a total purchase price of $683.3 million, comprised of $263.2 million paid in cash, $159.3 million paid in the Company’s common stock, and a fair valued contingent consideration liability of $260.8 million. If the milestone is achieved, the aggregate of $300.0 million will be paid in a combination of cash and the Company’s common stock and would be due in the first quarter of 2012. The results of operations from Ion Torrent have been included in the Company’s results from the date of acquisition. In addition, pursuant to the purchase agreements for certain acquisitions the Company completed, the Company could be required to make additional contingent payments in cash or a combination of cash and equity based on certain technological milestones, patent milestones or the achievement of future gross sales of the acquired companies. In the event the Company is required to make a cash payment related to a contingent consideration, the payment will be allocated to the financing and operating section of the cash flow according to the nature of the payment. The Company has sufficient cash on hand, positive cash flow generation and an existing revolving credit facility to fund such contingent payments if they become due.

     In January 2010, the Company sold its 50% investment stake in the Applied Biosystems/MDS Analytical Technology Instruments joint venture, and the net of tax proceeds from the sale, along with the proceeds from the Senior Note issuance in February 2010 and cash on hand were used to pay off outstanding balance of the term loans.

Financing Activities

     Net cash used in financing activities during the first six months of 2011 was $543.7 million. The primary drivers were $287.2 million for the purchase of treasury stock and $350.0 million for principal payments on long-term obligations, partially offset by proceeds from the exercise of employee stock options and purchase rights of $86.5 million.

Senior Notes

     On February 10, 2010, the Company filed a prospectus that allows the Company to issue, in one or more offerings, senior or subordinated debt securities covered by the prospectus by filing a prospectus supplement that contains specific information about the securities and specific terms being offered. In aggregate, the Company has issued a principal amount of $2,300.0 million of fixed unsecured and unsubordinated Senior Notes (the “Notes”) as of June 30, 2011, of which $1,500.0 million were offered in February 2010 and $800.0 million were offered in December 2010.

     The aggregate net proceeds from the offering in February 2010 were $1,484.8 million after deducting debt discounts as well as an underwriting discount of $11.9 million. Total deferred financing costs associated with the issuance of these senior notes were $14.4 million, including the $11.9 million underwriting discount and $2.5 million of legal and accounting fees. The aggregate net proceeds from the offering in December 2010 were $791.6 million after deducting debt discounts, as well as underwriting discounts of $6.0 million. Total deferred financing costs were $7.4 million, including the $6.0 million underwriting discount and $1.4 million of legal and accounting fees.

     The Company, at its option, may redeem the Notes (prior to October 15, 2020 for the 2021 Notes) in whole or in part at any time at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed or the sum of the present values of the remaining scheduled payments of the notes to be redeemed discounted on a semi-annual basis at a treasury rate equal to a comparable United States Treasury Issue at the redemption date plus 25 basis points for the 2016 Notes, 30 basis points for the 2013 Notes, the 2015 Notes, and the 2021 Notes, and 35 basis points for the 2020 Notes, plus accrued and unpaid interest through the date of redemption, if any. Commencing on October 15, 2020, the Company may redeem the 2021 Notes, in whole or in part, at any time, at a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest through the redemption date. Upon the occurrence of a change of control of the Company that results in a downgrade of the notes below an investment grade rating, the indenture requires under certain circumstances that the Company makes an offer to purchase then outstanding Senior Notes equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase upon the occurrence of a change of control.

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     The indentures governing the Senior Notes contain certain covenants that, among other things, limit the Company’s ability to create or incur certain liens and engage in sale and leaseback transactions. In addition, the indenture limits the Company’s ability to consolidate, merge, sell, convey, transfer, lease or otherwise dispose of all or substantially all of its property and assets. These covenants are subject to certain exceptions and qualifications.

     The entire net proceeds from the 2013, 2015, and 2020 Notes offering in February 2010 were used to repay the outstanding balance of term loans, together with the net of tax proceeds from the sale of our 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture, and cash on hand. A portion of the net proceeds from the 2016 and 2021 Notes offering in December 2010 was used to retire the Company’s $350.0 million 3 1/4% Convertible Senior Notes (2025 Notes) in June 2011. The remaining proceeds will be used for general corporate purposes, which may include the repayment of existing indebtedness.

The Credit Agreement

     In November 2008, the Company entered into a $2,650.0 million credit agreement (the Credit Agreement) consisting of a revolving credit facility of $250.0 million, a term loan A facility of $1,400.0 million, and a term loan B facility of $1,000.0 million to fund a portion of the cash consideration paid for the merger with Applied Biosystems. During February 2010, the Company used the proceeds from the issuance of the Senior Notes, the net of tax proceeds from the sale of its 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture, along with cash on hand to pay off the entire outstanding term loan principal of $1,972.5 million. After the repayment of the term loans, the Credit Agreement was amended and restated to increase the revolving credit facility to $500.0 million with modified terms. The Company has issued $12.7 million in letters of credit through the Revolving Credit Facility, and accordingly, the remaining credit available under that facility is $487.3 million at June 30, 2011. For details on the revolving credit facility as well as the Company’s other lines of credit, refer to Note 5 of the Consolidated Financial Statements, “Lines of Credit”.

Convertible Senior Notes

     In June 2011, the Company repaid the outstanding balance of the 3 1/4% Convertible Senior Notes (the 2025 Notes). Total cash consideration of approximately $350.0 million and 0.4 million shares of the Company’s common stock were issued to settle the par value and the excess of the Notes’ conversion value based on a conversion price of $49.13 per share. The 0.4 million shares of common stock were settled and issued in July 2011. The Company funded the repayment of the 2025 Notes by using cash on hand, cash generated from operating activities and a portion of the net proceeds from the 2016 and 2021 Notes offering in December 2010.

     In August 2010, the Company repaid the remaining outstanding balance of the 2% Convertible Senior Notes (2023 Notes). Total cash consideration of approximately $347.8 million and 2.4 million shares of the Company’s common stock were issued to settle the par value and the excess of the Notes’ conversion value based on a conversion price of $34.12 per share. The Company funded the repayment of the 2023 Notes by using cash on hand and cash generated from operating activities.

     At June 30, 2011, the Company has classified the carrying value of $438.2 million of the 1 1/2% Convertible Senior Notes (the 2024 Notes) in current liabilities according to the respective indenture, which allows our holders of the 2024 Notes to require the Company to purchase all or a portion of the 2024 Notes at par plus any accrued and unpaid interest on specified dates, the earliest on February 15, 2012. The indenture also permits the Company to redeem, in whole or in part, the 2024 Notes at the Company’s option on or after February 15, 2012. Should the Company be required by the holders to repurchase the 2024 Notes or if the Company chooses to redeem them, the Company anticipates making this payment by using cash generated from operating activities, the existing Revolving Credit Facility, the proceeds from Senior Notes issuance in December 2010, or a combination of sources.

     In the event of a change of control of the Company, the holders of the 2024 Notes have the right to require the Company to repurchase all or a portion of their notes at a purchase price equal to 100% of the principal amount of the notes plus all accrued and unpaid interest.

     For more details of the Company’s long-term debt obligations, refer to Note 4 of the Consolidated Financial Statements, “Long-Term Debt”.

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Stock Repurchase Program

     In December 2010, the Board of Directors of the Company approved a program (the December 2010 program), authorizing management to repurchase up to $500.0 million of common stock. During the six months ended June 30, 2011, the Company repurchased 3.9 million shares of its common stock under the December 2010 program at a total cost of approximately $203.0 million. No shares were repurchased under this program in 2010.

     In July 2010, the Board of Directors of the Company approved a program (the July 2010 program) authorizing management to repurchase up to $520.0 million of common stock over the next two years. As of December 31, 2010, the Company completed repurchasing 8.4 million shares at a total cost of $436.6 million which was included in treasury stock and reported as a reduction in total equity. During the six months ended June 30, 2011, the Company repurchased additional 1.5 million shares of its common stock at a total cost of $83.4 million, thereby completing the July 2010 program by repurchasing an aggregate of 9.9 million shares at a total cost of $520.0 million, the maximum amount authorized.

     The Company has been and anticipates using cash generated from operating activities to fund current and future (the July 2011 program) share repurchases under authorized programs.

OFF BALANCE SHEET ARRANGEMENTS

     The Company does not have any material off balance sheet arrangements. For further discussion on the Company’s commitments and contingencies, refer to Note 6 of the Consolidated Financial Statements, “Commitments and Contingencies”.

CONTRACTUAL OBLIGATIONS

     The Company did not enter into any material contractual obligations during the three months ended June 30, 2011. The Company has no material contractual obligations not fully recorded on our Consolidated Balance Sheets or fully disclosed in the Notes to our Consolidated Financial Statements.

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

     We are exposed to market risk related to changes in foreign currency exchange rates, commodity prices and interest rates, and we selectively use financial instruments to manage these risks. We do not enter into financial instruments for speculation or trading purposes. These financial exposures are monitored and managed by us as an integral part of our overall risk management program, which recognizes the unpredictability of financial markets and seeks to reduce potentially adverse effects on our results.

Foreign Currency Exchange Rates

     We translate the financial statements of each foreign subsidiary with a functional currency other than the United States dollar into the United States dollar for consolidation using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. Net gains or losses resulting from the translation of foreign financial statements and the effect of exchange rate changes on intercompany receivables and payables of a long-term investment nature are recorded as a separate component of stockholders’ equity. These adjustments will affect net income only upon sale or liquidation of the underlying investment in foreign subsidiaries. Net gains and losses resulting from the effect of exchange rate changes on intercompany receivables and payables of a short-term nature are recorded in the results of operations as other income (expense).

     We have operations through legal entities in Europe, Asia-Pacific and the Americas. As a result, our financial position, results of operations and cash flows can be affected by fluctuations in foreign currency exchange rates. As of June 30, 2011, the Company had $460.9 million of accounts receivable and $42.3 million of accounts payable, respectively, denominated in a foreign currency. These accounts receivables and payables are denominated either in the functional currency of the legal entity or in a currency that differs from the functional currency of the legal entity owning the receivable or payable. For receivables and payables denominated in the legal entity’s functional currency, the Company does not have financial statement risk, and therefore does not hedge such transactions. For those receivables and payables denominated in a currency that differs from the functional currency of the legal entity, the Company hedges such transactions to prevent financial statement risk. As a result, a hypothetical movement in foreign currency rates would not be expected to have a material financial statement impact on the settlement of these outstanding receivables and payables.

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     Both realized and unrealized gains and losses on the value of these receivables and payables were included in other income (expense) in the Consolidated Statements of Operations. Net currency exchange losses recognized on business transactions, net of hedging transactions, were $1.6 million and $3.7 million for the three and six months ended June 30, 2011, respectively, and are included in other income (expense) in the Consolidated Statements of Operations. These gains and losses arise from the timing of cash collections compared to the hedged transactions, which can vary based on timing of actual customer payments.

     The Company’s intercompany foreign currency receivables and payables are primarily concentrated in the euro, British pound sterling, Canadian dollar and Japanese yen. Historically, the Company has used foreign currency forward contracts to mitigate foreign currency risk on these intercompany foreign currency receivables and payables. At June 30, 2011, the Company had a notional principal amount of $817.8 million in foreign currency forward contracts outstanding, predominantly to hedge currency risk on specific intercompany receivables and payables denominated in a currency that differs from the legal entity’s functional currency. These foreign currency forward contracts, as of June 30, 2011, which settle in July 2011 through January 2012, effectively fix the exchange rate at which these specific receivables and payables will be settled, so that gains or losses on the forward contracts offset the losses or gains from changes in the value of the underlying receivables and payables. At June 30, 2011, the Company does not expect there will be a significant impact from unhedged foreign currency intercompany transactions in the foreseeable future.

     The notional principal amounts provide one measure of the transaction volume outstanding as of period end, but do not represent the amount of our exposure to market loss. In many cases, outstanding principal amounts offset assets and liabilities and the Company’s exposure is less than the notional amount. The estimates of fair value are based on applicable and commonly used pricing models using prevailing financial market information. The amounts ultimately realized upon settlement of these financial instruments, together with the gains and losses on the underlying exposures, will depend on actual market conditions during the remaining life of the instruments.

Cash Flow Hedges

     The ultimate United States dollar value of future foreign currency sales generated by our reporting units is subject to fluctuations in foreign currency exchange rates. The Company may determine to limit this exposure from changes in currency exchange rates through hedging. When the dollar strengthens significantly against the foreign currencies, the decline in the United States dollar value of future foreign currency revenue is offset by gains in the value of the forward contracts designated as hedges. Conversely, when the dollar weakens, the opposite occurs. The Company uses foreign currency forward contracts to mitigate foreign currency risk on forecasted foreign currency sales that are expected to be settled through July 2011. The change in fair value prior to their maturity was accounted for as cash flow hedges, and recorded in other comprehensive income, net of tax, in the Consolidated Balance Sheets according to ASC Topic 815, Derivatives and Hedging. To the extent any portion of the forward contracts is determined to not be an effective hedge, the increase or decrease in value prior to the maturity was recorded in other income or expense in the Consolidated Statements of Operations.

     During the six months ended June 30, 2011, the Company did not recognize any material ineffective portion of its hedging instruments, and no hedging relationships were terminated as a result of ineffective hedging or forecasted transactions no longer probable of occurring for foreign currency forward contracts. The Company continually monitors the probability of forecasted transactions as part of the hedge effectiveness testing. At June 30, 2011, the Company had a notional principal amount of $58.0 million in foreign currency forward contracts outstanding to hedge foreign currency revenue risk under ASC Topic 815, Derivatives and Hedging, and the fair value of foreign currency forward contracts is reported in other current assets or other current liabilities in the Consolidated Balance Sheet as appropriate. The Company reclasses deferred gains or losses reported in accumulated other comprehensive income into revenue when the underlying foreign currency sales occur and are recognized in consolidated earnings. The Company uses an inventory turnover ratio for each international operating unit to align the timing of a hedged item and a hedging instrument to impact the Consolidated Statements of Operations during the same reporting period. At June 30, 2011, the Company expects to reclass $9.7 million of net losses on derivative instruments from accumulated other comprehensive income to earnings during the next twelve months.

     During the six months ended June 30, 2010, the Company recognized a $12.9 million loss as a result of the discontinuance of swap payment arrangements related to the term loan A payoff in February 2010 as the forecasted transactions were no longer probable of occurring.

     Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”, for more information on the

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Company’s hedging programs.

Commodity Prices

     Our exposure to commodity price changes relates to certain manufacturing operations that utilize certain commodities as raw materials. We manage our exposure to changes in those prices primarily through our procurement and sales practices.

Interest Rates

     Our investment portfolio is maintained in accordance with our investment policy that defines allowable investments, specifies credit quality standards and limits the credit exposure of any single issuer. The fair value of our cash equivalents, marketable securities, short-term investments, and derivatives is subject to change as a result of changes in market interest rates and investment risk related to the issuers’ credit worthiness or our own credit risk. The Company uses credit default swap spread to derive risk-adjusted discount rate to measure the fair value of some of our financial instruments. At June 30, 2011 we had $565.1 million in cash, cash equivalents, restricted cash and short-term investments, all of which approximated the fair value. Changes in market interest rates would not be expected to have a material impact on the fair value of these assets at June 30, 2011 as these assets consist of highly liquid securities with short-term maturities. The Company accounts for the $26.7 million of its long-term investments in non-publicly traded companies under the cost method, thus, changes in market interest rates would not be expected to have an impact on these investments.

     As of June 30, 2011, the Company had a carrying value of $2,733.2 million in debt with fixed interest rates, thus, the variability in market interest rates would not be expected to have a material impact on our scheduled interest payments. The Company will continuously assess the most appropriate method of financing the Company’s short and long term operations.

     Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”, for more information on the Company’s financial instruments.

ITEM 4. Controls and Procedures

     We are responsible for maintaining disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended. Disclosure controls and procedures are controls and other procedures designed to ensure that the information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Based on our management’s evaluation (with the participation of our Chief Executive Officer and Chief Financial Officer) of our disclosure controls and procedures as required by Rule 13a-15 under the Securities Exchange Act, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective to achieve their stated purpose as of June 30, 2011, the end of the period covered by this report.

PART II. OTHER INFORMATION

ITEM 1. Legal Proceedings

     We are subject to potential liabilities under government regulations and various claims and legal actions that are pending or may be asserted. These matters arise in the ordinary course and conduct of our business, and, at times, as a result of our acquisitions and dispositions. They include, for example, commercial, intellectual property, environmental, securities, and employment matters. Some are expected to be covered, at least partly, by insurance. We intend to continue to defend ourselves vigorously in such matters. We regularly assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. An estimated loss contingency is accrued in our financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on our assessment, we currently have accrued an immaterial amount in our financial statements for contingent liabilities associated with these legal actions and claims. Litigation is inherently unpredictable, and unfavorable resolutions could occur. As a result, assessing contingencies is highly subjective and requires judgment about future

41

events. The amount of ultimate loss may exceed our current accruals, and it is possible that our cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies.

ITEM 1A. Risk Factors

     You should consider the risks and uncertainties described under Item 1A of Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010, which we filed with the Securities and Exchange Commission on February 25, 2011, together with the risks and uncertainties discussed under the heading “Forward-Looking Statements” in Item 2 of this Quarterly Report on Form 10-Q when evaluating our business and our prospects.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

a)	None.
b)	None.
c)	The following table contains information about our purchases of equity securities during the second quarter of 2011:

					(c)		(d)
					Total Dollar		Maximum Number
					of Shares		(or Approximate
					(or Units)		Dollar Value) of
	(a)				Purchased as		Shares (or Units)
	Total Number		(b)		Part of Publicly		that May Yet Be
	of Shares		Average Price		Announced		Purchased Under
	(or Units)		Paid per		Plans or		the Plans or
	purchased		Share		Programs		Programs
April 1 — April 30		1,000,000	$	52.61	$	52,611,138	$	296,992,605
May 1 —May 31		—		—		—		296,992,605
June 1 — June 30		—		—		—		296,992,605
Total		1,000,000	$	52.61	$	52,611,138	$	296,992,605

During December 2010, the Board of Directors of the Company approved a program authorizing management to repurchase up to $500.0 million of common stock.

ITEM 3. Defaults Upon Senior Securities

     None.

ITEM 4. (Removed and Reserved)

ITEM 5. Other Information

     None.

ITEM 6. Exhibits

Exhibits: For a list of exhibits filed with this report, refer to the Index to Exhibits.

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SIGNATURES

     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 thereunto duly authorized.

	LIFE TECHNOLOGIES CORPORATION
Date: August 4, 2011	By:	/s/ David F. Hoffmeister
		David F. Hoffmeister
		Chief Financial Officer (Principal Financial Officer and Authorized Signatory)

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INDEX TO EXHIBITS

EXHIBIT
NUMBER	DESCRIPTION OF DOCUMENT
3.1	Amended and Restated Certificate of Incorporation (1)
3.2	Seventh Amended and Restated Bylaws of Life Technologies Corporation (1)
31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
101. INS XBRL Instance Document (2)
101. SCH XBRL Taxonomy Extension Schema (2)
101. CAL XBRL Taxonomy Extension Calculation Linkbase (2)
101. DEF XBRL Taxonomy Extension Definition Linkbase (2)
101. LAB XBRL Taxonomy Extension Labels Linkbase (2)
101. PRE XBRL Taxonomy Extension Presentation Linkbase (2)

(1)	Incorporated by reference to Registrant’s Current Report on Form 8-K, filed on April 28, 2011 (File No. 000-25317).
(2)	Furnished, not filed

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EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Gregory T. Lucier, certify that:

     1. I have reviewed this Form 10-Q of Life Technologies Corporation;

     2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

     3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

     4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

     5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 4, 2011

By:	/s/ Gregory T. Lucier
	Gregory T. Lucier
	Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, David F. Hoffmeister, certify that:

     1. I have reviewed this Form 10-Q of Life Technologies Corporation;

     2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

     3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

     4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

     5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 4, 2011

By:	/s/ David F. Hoffmeister
	David F. Hoffmeister
	Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Gregory T. Lucier, Chief Executive Officer of Life Technologies Corporation (the “Registrant”), do hereby certify in accordance with 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, based on my knowledge:

(1)	the Quarterly Report of Form 10-Q of the Registrant, to which this certification is attached as an exhibit (the “Report”), fully complies with the requirements of section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and
(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Dated: August 4, 2011

/s/ Gregory T. Lucier  

Gregory T. Lucier 

Chief Executive Officer 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Life Technologies and will be retained by Life Technologies and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

EXHIBIT 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, David F. Hoffmeister, Chief Financial Officer of Life Technologies Corporation (the “Registrant”), do hereby certify in accordance with 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, based on my knowledge:

(1)	the Quarterly Report of Form 10-Q of the Registrant, to which this certification is attached as an exhibit (the “Report”), fully complies with the requirements of section 13(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78m); and
(2)	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Dated: August 4, 2011

/s/ David F. Hoffmeister  

David F. Hoffmeister 

Chief Financial Officer 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to Life Technologies and will be retained by Life Technologies and furnished to the Securities and Exchange Commission or its staff upon request.

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Consolidated Balance Sheets (Parenthetical) (USD $) In Thousands, except Share data	Jun. 30, 2011	Dec. 31, 2010
Current assets:
Allowance for doubtful accounts	$ 11,231	$ 10,389
Stockholders' equity:
Preferred stock, par value	$ 0.01	$ 0.01
Preferred stock, shares authorized	6,405,884	6,405,884
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	210,070,828	207,243,588
Treasury stock, shares	30,360,215	24,992,450

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Consolidated Statements of Operations (Unaudited) (USD $) In Thousands, except Per Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Consolidated Statements of Operations [Abstract]
Revenues	$ 941,135	$ 903,732	$ 1,837,029	$ 1,788,675
Cost of revenues	340,075	293,000	640,778	574,754
Purchased intangibles amortization	76,476	70,051	152,627	140,137
Gross profit	524,584	540,681	1,043,624	1,073,784
Operating expenses:
Selling, general and administrative	254,764	252,813	507,606	512,499
Research and development	91,085	90,344	183,859	176,697
Purchased in-process research and development		1,650		1,650
Business integration costs	18,666	23,446	33,349	48,712
Total operating expenses	364,515	368,253	724,814	739,558
Operating income	160,069	172,428	318,810	334,226
Other income (expense):
Interest income	1,153	1,105	2,040	2,452
Interest expense	(42,774)	(39,309)	(85,919)	(80,827)
Loss on early extinguishment of debt				(54,185)
Gain (loss) on divestiture of equity investments		(7,876)		37,260
Other income (expense)	(3,589)	2,019	(4,941)	(1,977)
Total other expense, net	(45,210)	(44,061)	(88,820)	(97,277)
Income before provision for income taxes	114,859	128,367	229,990	236,949
Income tax provision	(19,646)	(17,826)	(41,198)	(34,902)
Net income	95,213	110,541	188,792	202,047
Net loss attributable to noncontrolling interests	253	27	361	27
Net income attributable to Life Technologies	$ 95,466	$ 110,568	$ 189,153	$ 202,074
Earnings per common share attributable to Life Technologies stockholders:
Basic	$ 0.53	$ 0.61	$ 1.05	$ 1.11
Diluted	$ 0.52	$ 0.58	$ 1.02	$ 1.06
Weighted average shares used in per share calculations:
Basic	179,031	182,484	179,698	181,675
Diluted	184,761	191,084	185,513	190,459

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Basis of Presentation (Details) (USD $) In Thousands, except Per Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Potentially dilutive securities not included above since they are antidilutive
Antidilutive stock options, shares			2,010	3,409
Basic earnings per share:
Net income attributable to Life Technologies	$ 95,466	$ 110,568	$ 189,153	$ 202,074
Net income attributable to Life Technologies, Shares	179,031	182,484	179,698	181,675
Net income attributable to Life Technologies, Earning Per Share	$ 0.53	$ 0.61	$ 1.05	$ 1.11
Diluted earnings per share:
Dilutive stock options and restricted stock units	4,770	4,703	4,814	4,763
Dilutive performance awards				133
Employee Stock Purchase Plan, shares	14	109	19	134
Net income attributable to Life Technologies plus assumed conversions	95,499	110,618	189,219	202,175
Net income attributable to Life Technologies plus assumed conversions, shares	184,761	191,084	185,513	190,459
Net income attributable to Life Technologies plus assumed conversions, earnings per shares	$ 0.52	$ 0.58	$ 1.02	$ 1.06
Stock Options [Member]
Potentially dilutive securities not included above since they are antidilutive
Antidilutive stock options, shares	2,001	2,929
2% Convertible Senior Notes due 2023 [Member]
Diluted earnings per share:
Convertible Senior Notes		18		38
Convertible Senior Notes, shares		3,434		3,421
1 1/2% Convertible Senior Notes due 2024 [Member]
Diluted earnings per share:
Convertible Senior Notes	$ 33	$ 32	$ 66	$ 63
Convertible Senior Notes, shares	413	81	433	75
3 1/4% Convertible Senior Notes due 2025 [Member]
Diluted earnings per share:
Convertible Senior Notes, shares	533	273	549	258

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Document and Entity Information (USD $)	6 Months Ended
	Jun. 30, 2011	Aug. 02, 2011	Jun. 30, 2010
Document and Entity Information [Abstract]
Entity Registrant Name	Life Technologies Corp
Entity Central Index Key	0001073431
Document Type	10-Q
Document Period End Date	Jun. 30, 2011
Amendment Flag	false
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 8,644,899,832
Entity Common Stock, Shares Outstanding		180,461,180

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Basis of Presentation (Details) (Textual) (USD $) In Millions, except Per Share data, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2011	Jun. 30, 2010
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock unit awards are granted to eligible employees and directors, vesting period	4 years
Basis of Presentation (Textuals) [Abstract]
Company's common stock reserved for granting of new awards	11.0
Stock option awards granted to eligible employees and directors, expiration period from the date of grants	P10Y
Rights to receive shares of common stock at a future date, generally vesting over three years	3 years
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock unit awards are granted to eligible employees and directors, vesting period	4 years
Weighted average period of recognition of compensation cost of restricted stock units		2.9
Weighted average grant date fair value of restricted stock units granted		$ 53.38	$ 52.11
Remaining amount in unrecognized compensation cost	$ 147.3	$ 147.3
Value will be recognized	3 years
1999 ESPP Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum Percentage of compensation to purchase shares of the Company's stock on a quarterly basis at a discounted price	10.00%	10.00%
Discounted price equal to the lower of the employee's offering price or the closing price of the stock on the date of purchase	85% of the lower of the employee’s offering price or the closing Price
Percentage of compensation cost withheld by eligible employees		10.00%
2010 ESPP Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum Percentage of compensation to purchase shares of the Company's stock on a quarterly basis at a discounted price	15.00%	15.00%
Discounted price equal to the lower of the employee's offering price or the closing price of the stock on the date of purchase	85% of the lower of the employee’s offering price or the closing Price
Percentage of compensation cost withheld by eligible employees		15.00%
2004 ESPP Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum Percentage of compensation to purchase shares of the Company's stock on a quarterly basis at a discounted price	15.00%	15.00%
Discounted price equal to the lower of the employee's offering price or the closing price of the stock on the date of purchase	85% of the lower of the employee’s offering price or the closing Price
Percentage of compensation cost withheld by eligible employees		15.00%
Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated pre-vesting option forfeiture rate		6.00%	4.90%
Weighted average period of recognition of compensation cost of restricted stock units		1.8
Remaining amount in unrecognized compensation cost	35.3	35.3
Deferred Stock Awards and Restricted Stock Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining amount in unrecognised compensation cost	$ 1.4	$ 1.4

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Pension Plans and Postretirement Health and Benefit Program

3 Months Ended

Jun. 30, 2011

Pension Plans and Postretirement Health and Benefit Program [Abstract]

Pension Plans and Postretirement Health and Benefit Program

7. Pension Plans and Postretirement Health and Benefit Program

     The Company has several defined benefit pension plans covering its United States employees and employees in several foreign countries.

     The components of net periodic pension cost or (benefit) for the Company’s pension plans and postretirement benefits plans for the three and six months ended June 30, 2011 and 2010 were as follows:

	Domestic Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	261		$	538		$	522		$	538
Interest cost		9,958			11,863			19,916			20,725
Expected return on plan assets		(10,798	)		(12,430	)		(21,596	)		(20,988	)
Amortization of prior service cost		15			15			30			29
Amortization of actuarial loss		437			212			874			689
Settlement gain*		—			—			—			(5,473	)
Net periodic pension cost (benefit)	$	(127	)	$	198		$	(254	)	$	(4,480	)

	Postretirement Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	16		$	7		$	32		$	52
Interest cost		451			613			902			942
Expected return on plan assets		(119	)		(120	)		(238	)		(217	)
Amortization of prior service cost		(474	)		(468	)		(948	)		(409	)
Amortization of actuarial loss		183			157			366			353
Total periodic pension cost	$	57		$	189		$	114		$	721

	Foreign Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	897		$	917		$	1,758		$	1,903
Interest cost		1,408			1,339			2,750			2,758
Expected return on plan assets		(1,208	)		(1,035	)		(2,361	)		(2,129	)
Amortization of actuarial loss		49			53			95			110
Settlement (gain) loss		(46	)		17			(89	)		35
Net periodic pension cost	$	1,100		$	1,291		$	2,153		$	2,677

* A settlement gain related to the lump sum benefit that the Company paid out during the six months ended June 30, 2010 in conjunction with the restructuring efforts that occurred upon the merger with AB as permitted by the plan provision upon termination.

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Composition of Certain Financial Statement Items (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Inventories
Raw materials and components	$ 102,309	$ 87,557
Work in process (materials, labor and overhead)	66,310	63,772
Finished goods (materials, labor and overhead)	199,102	171,989
Total inventories (net)	367,721	323,318
Prepaid Expense and Other Assets
Hedge assets	12,718	15,189
Prepaid expenses	83,445	70,395
Other current assets	96,822	104,419
Total prepaid expenses and other current assets	$ 192,985	$ 190,003

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Fair Value of Financial Instruments (Details 4) (USD $) In Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2011		Jun. 30, 2010		Jun. 30, 2011		Jun. 30, 2010
Effect of derivative instruments on the Consolidated Statements of Operations
Derivatives instruments designated and qualified as cash flow hedges, Amount of (Gain)/Loss Recognized in OCI, Effective Portion	$ 5,435		$ (13,804)		$ 19,462		$ (28,261)
Derivatives instruments designated and qualified as cash flow hedges, Amount of Gain/(Loss) Reclassified from AOCI into Income, Effective Portion	(31,567)		8,039		(54,099)		9,200
Derivatives instruments designated and qualified, Amount of (Gain)/Loss recognized in Income, Ineffective Portion	0	[1]	0	[1]	0	[1]	0	[1]
Derivatives instruments not designated as cash flow hedges, Amount of (Gain)/Loss Recognized in Income	10,051		(70,853)		38,110		(91,838)
Cash Flow Hedging [Member] | Foreign Exchange Contract [Member]
Effect of derivative instruments on the Consolidated Statements of Operations
Derivatives instruments designated and qualified as cash flow hedges, Amount of (Gain)/Loss Recognized in OCI, Effective Portion	5,435		(13,804)		19,462		(36,033)
Cash Flow Hedging [Member] | Foreign Exchange Contract [Member] | Revenue [Member]
Effect of derivative instruments on the Consolidated Statements of Operations
Derivatives instruments designated and qualified as cash flow hedges, Amount of Gain/(Loss) Reclassified from AOCI into Income, Effective Portion	(31,713)		8,039		(54,391)		9,200
Cash Flow Hedging [Member] | Foreign Exchange Contract [Member] | Other income expense [Member]
Effect of derivative instruments on the Consolidated Statements of Operations
Derivatives instruments designated and qualified, Amount of (Gain)/Loss recognized in Income, Ineffective Portion	0	[1]	0	[1]	0	[1]	0	[1]
Derivatives instruments not designated as cash flow hedges, Amount of (Gain)/Loss Recognized in Income	10,051		(70,853)		38,110		(91,838)
Cash Flow Hedging [Member] | Interest rate swap contracts [Member]
Effect of derivative instruments on the Consolidated Statements of Operations
Derivatives instruments designated and qualified as cash flow hedges, Amount of (Gain)/Loss Recognized in OCI, Effective Portion							7,772	[2]
Derivatives instruments designated and qualified as cash flow hedges, Amount of Gain/(Loss) Reclassified from AOCI into Income, Effective Portion	146				292
Cash Flow Hedging [Member] | Interest rate swap contracts [Member] | Other income expense [Member]
Effect of derivative instruments on the Consolidated Statements of Operations
Derivatives instruments designated and qualified, Amount of (Gain)/Loss recognized in Income, Ineffective Portion	$ 0		$ 0		$ 0		$ 0

[1] De minimus amount recognized in the hedge relationship.

[2] $7.8 million was a part of the $12.9 million loss on discontinuance of cash flow hedge related to term loan A interest rate swaps. The difference of $5.1 million was recognized in other comprehensive income in 2009. The entire $12.9 million was reclassified from accumulated other comprehensive income into other income/(expense) during the first quarter of 2010.

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Stock Repurchase Program (Details) (USD $) In Millions	1 Months Ended	6 Months Ended	1 Months Ended	6 Months Ended	12 Months Ended
	Dec. 31, 2010 Repurchase Program December 2010 [Member]	Jun. 30, 2011 Repurchase Program December 2010 [Member]	Jul. 31, 2010 Repurchase Program July 2010 [Member]	Jun. 30, 2011 Repurchase Program July 2010 [Member]	Dec. 31, 2010 Repurchase Program July 2010 [Member]
Stock Repurchase Programs (Textuals) [Abstract]
Additional authorized amount to repurchase of common stock under program	$ 500.0
Maximum stock authorized to be repurchase over two years			520.0
Repurchase of common stock		3.9		1.5	8.4
Value of common stock repurchased		$ 203.0		$ 83.4	$ 436.6
Maximum stock authorized to repurchase				9.9
Approval time to repurchase the common stock			2 years

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Basis of Presentation (Details 2) (USD $) In Thousands, except Per Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	$ 8,672	$ 10,538	$ 18,244	$ 21,046
Related income tax benefits	3,170	3,238	6,419	6,078
Share-based compensation expense, net of taxes	5,502	7,300	11,825	14,968
Net share-based compensation expense per common share:
Basic	$ 0.53	$ 0.61	$ 1.05	$ 1.11
Diluted	$ 0.52	$ 0.58	$ 1.02	$ 1.06
Cost of revenues [Member]
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	886	1,230	2,033	2,535
Cost of revenues [Member] | Restricted Stock [Member]
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	1,214	991	1,996	1,621
Sales, general and administrative [Member]
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	6,682	7,798	13,900	15,379
Sales, general and administrative [Member] | Restricted Stock [Member]
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	12,683	8,355	20,523	14,910
Research and development [Member]
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	1,104	1,510	2,311	3,132
Research and development [Member] | Restricted Stock [Member]
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	1,116	1,550	2,152	2,455
Net share based compensation expense per common share [Member]
Net share-based compensation expense per common share:
Basic	$ 0.03	$ 0.04	$ 0.07	$ 0.08
Diluted	$ 0.03	$ 0.04	$ 0.06	$ 0.08
Restricted Stock [Member]
Share-based compensation expense for employee stock options and purchase rights
Share-based compensation expense before taxes	15,013	10,896	24,671	18,986
Related income tax benefits	5,526	3,895	9,036	7,022
Share-based compensation expense, net of taxes	$ 9,487	$ 7,001	$ 15,635	$ 11,964
Net share-based compensation expense per common share:
Basic	$ 0.05	$ 0.04	$ 0.09	$ 0.07
Diluted	$ 0.05	$ 0.04	$ 0.08	$ 0.06

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Basis of Presentation (Policies)

3 Months Ended

Jun. 30, 2011

Basis of Presentation (Policies) [Abstract]

Financial Statement Preparation

     The unaudited consolidated financial statements have been prepared by Life Technologies Corporation according to the rules and regulations of the Securities and Exchange Commission (SEC) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted. The Company has evaluated subsequent events through the date the financial statements were issued.

     In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments, which are normal and recurring, necessary to fairly state the financial position, results of operations and cash flows. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2010 filed with the SEC on February 25, 2011.

     The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Principles of Consolidation

Principles of Consolidation

     The consolidated financial statements include the accounts of Life Technologies Corporation and its majority owned or controlled subsidiaries, collectively referred to as Life Technologies (the Company). All significant intercompany accounts and transactions have been eliminated in consolidation. When there is a portion of equity in an acquired subsidiary not attributable, directly or indirectly, to the parent, the Company records the fair value of the noncontrolling interests at the acquisition date and classifies the amounts attributable to noncontrolling interests separately in equity in the Company’s Consolidated Financial Statements. Any subsequent changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary are accounted for as equity transactions. For details on the noncontrolling interests, refer to Note 2 of the Consolidated Financial Statements, “Reconciliation of Equity”.

     For purposes of these Notes to Consolidated Financial Statements, gross profit is defined as revenues less cost of revenues and purchased intangibles amortization and gross margin is defined as gross profit divided by revenues. Operating income is defined as gross profit less operating expenses and operating margin is defined as operating income divided by revenues.

Long-Lived Assets

Long-Lived Assets

     The Company periodically re-evaluates the original assumptions and rationale utilized in the establishment of the carrying value and estimated lives of its long-lived assets. The criteria used for these evaluations include management’s estimate of the asset’s continuing ability to generate income from operations and positive cash flow in future periods as well as the strategic significance of any intangible asset to the Company’s business objectives. If assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets, which is determined by applicable market prices, when available. The Company did not recognize a significant impairment during the period.

Adoption of ASC Topic 820

Fair Value of Financial Instruments

     We account for our financial instruments at fair value based on ASC Topic 820, Fair Value Measurements and Disclosures and ASC Topic 815, Derivatives and Hedging. In determining fair value, we consider both the credit risk of our counterparties and our own creditworthiness. ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value and establishes a framework for measuring fair value. The framework requires the valuation of investments using a three tiered approach. The Company applies the valuation techniques consistently, and reviews and evaluates the adequacy of the valuation techniques periodically.

Fair Value of Financial Instruments

     The accounting for changes in fair value of a derivative instrument depends on the nature of the derivative and whether the derivative qualifies as a hedging instrument in accordance with ASC Topic 815, Derivatives and Hedging. Those hedging instruments that qualify for hedge accounting are included as an adjustment to revenue or interest expense, depending upon the underlying transactions the Company is hedging. Those hedges that do not qualify for hedge accounting are included in non-operating income. The Company does not engage in speculative hedging.

     For further details on the assets and liabilities subject to fair value measurements and the related valuation techniques used, and for details on derivative instruments, refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”.

Computation of Earnings Per Share

     Basic earnings per share was computed by dividing net income attributable to Life Technologies by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflect the potential dilution that could occur from the following items:

• Convertible senior notes where the effect of those securities is dilutive;

• Dilutive stock options and restricted stock units;

• Dilutive performance awards; and

• Dilutive Employee Stock Purchase Plan (ESPP).

Share-Based Compensation, Stock Options and Purchase Rights and Restricted Stock Units

     Under the Life Technologies Corporation 2009 Equity Incentive Plan (the “2009 Plan”), the Company has the ability to grant stock options, stock appreciation rights, restricted stock units, restricted stock awards, performance awards, and deferred stock awards with 11.0 million shares of the Company’s common stock reserved for the granting of new awards. Stock option awards are granted to eligible employees and directors at an exercise price equal to the fair market value of such stock on the date of grant, generally vest over four years, and are exercisable in whole or in installments and expire ten years from the date of grant. Restricted stock awards and restricted stock units are granted to eligible employees and directors and represent rights to receive shares of common stock at a future date, generally vesting over three or four years. An exercise price and monetary payment are not required for receipt or issuance of restricted stock awards and restricted stock units, instead, consideration is furnished in the form of the participant’s services to the Company. The compensation cost for these awards is valued based on the estimated fair value of such award on the date of grant.

     Effective February 1, 2010 the Company’s qualified employee stock purchase plan (the 2010 Plan) covered all eligible employees of the Company. Eligible employees may elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. The 2010 Plan replaced the 1999 Plan acquired as a result of the Applied Biosystems Inc. (AB) acquisition and the 2004 Plan. Prior to February 1, 2010, the Company had a qualified (the 2004 Plan) employee stock purchase plan (purchase rights) whereby eligible employees of Life Technologies (previously known as Invitrogen Corporation) could elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. The Company also had a qualified (the 1999 Plan) employee stock purchase plan whereby eligible legacy AB employees could elect to withhold up to 10% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase.

     The Company uses the Black-Scholes option-pricing model (Black-Scholes model) to value share-based employee stock option and purchase right awards. The determination of fair value of stock-based payment awards using an option-pricing model requires the use of certain estimates and assumptions that affect the reported amount of share-based compensation cost recognized in the Consolidated Statements of Operations. Among these include the expected term of options, estimated forfeitures, expected volatility of the Company’s stock price, expected dividends and the risk-free interest rate.

     The expected term of share-based awards represents the weighted-average period the awards are expected to remain outstanding and is an input in the Black-Scholes model. In determining the expected term of options, the Company considers various factors including the vesting period of options granted, employees’ historical exercise and post-vesting employment termination behavior, expected volatility of the Company’s stock and aggregation by homogeneous employee groups. The Company uses a combination of the historical volatility of its stock price and the implied volatility of market-traded options of the Company’s stock with terms of up to approximately one year to estimate the expected volatility assumption input to the Black-Scholes model in accordance with ASC Topic 718, Compensation—Stock Compensation. The Company’s decision to use a combination of historical and implied volatility was based upon the availability of actively traded options of its stock and its assessment that such a combination was more representative of future expected stock price trends. The risk-free interest rate is based upon United States Treasury securities with remaining terms similar to the expected term of the share-based awards. The expected dividend yield assumption is based on the Company’s expectation of future dividend payouts. The Company has never declared or paid any cash dividends on its common stock and currently does not anticipate paying such cash dividends.

     The Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods on a cumulative basis in the period the estimated forfeiture rate changes. The Company considered its historical experience of pre-vesting option forfeitures as the basis to arrive at its estimated annual pre-vesting option forfeiture rate of 6.0% and 4.9% per year for the six months ended June 30, 2011 and 2010, respectively. All option awards, including those with graded vesting, were valued as a single award with a single average expected term and are amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. At June 30, 2011, there was $35.3 million remaining in unrecognized compensation cost related to employee stock options, which is expected to be recognized over a weighted average period of 1.8 years. No compensation cost was capitalized in inventory during the six months ended June 30, 2011 as the amounts involved were not material.

Recent Accounting Pronouncements

     In June 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2011-05, Presentation of Comprehensive Income, updating ASC Topic 220, Comprehensive Income. Under the amended ASC Topic 220, an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The guidance eliminates the current option to present other comprehensive income and its components in the Statement of Stockholders’ Equity. This guidance does not change the components that are recognized in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, and is to be applied retrospectively. The Company does not believe the adoption of this guidance in the first quarter of 2012 will have an impact on its consolidated financial statements or on future operating results.

     In May 2011, the FASB issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS, updating ASC Topic 820, Fair Value Measurement. This guidance clarifies existing fair value guidance and expands disclosure requirements on, among other things, fair value measurements using Level 3 unobservable inputs. This guidance requires disclosures of quantitative information about the inputs used in Level 3 valuations, the valuation process used, and the sensitivity of the fair value measurements to changes in unobservable inputs. This guidance is effective for interim and annual periods beginning after December 15, 2011, and is to be applied prospectively. The Company does not believe the adoption of this guidance in the first quarter of 2012 will have a material impact on its consolidated financial statements or on future operating results.

Adoption of ASC Topic 815

be settled through July 2011. The change in fair value prior to their maturity is accounted for as cash flow hedges, and recorded in other comprehensive income, net of tax, in the Consolidated Balance Sheets according to ASC Topic 815, Derivatives and Hedging. To the extent any portion of the forward contracts is determined to not be an effective hedge, the increase or decrease in value prior to the maturity is recorded in other income/(expense) in the Consolidated Statements of Operations.

     At June 30, 2011, the Company had a notional principal amount of $58.0 million in foreign currency forward contracts outstanding to hedge foreign currency revenue risk under ASC Topic 815, Derivatives and Hedging. During the six months ended June 30, 2011, the Company did not have any material losses or gains related to the ineffective portion of its hedging instruments in other income/(expense) in the Consolidated Statements of Operations. No hedging relationships were terminated as a result of ineffective hedging or forecasted transactions no longer probable of occurring for foreign currency forward contacts. The Company continuously monitors the probability of forecasted transactions as part of the hedge effectiveness testing. The Company reclasses deferred gains or losses reported in accumulated other comprehensive income into revenue when the consolidated earnings are impacted, which for intercompany sales are when the inventory is sold to a third party. For intercompany sales hedging, the Company uses an inventory turnover ratio for each international operating unit to align the timing of a hedged item and a hedging instrument to impact the Consolidated Statements of Operations during the same reporting period. At June 30, 2011, the Company expects to recognize $9.7 million of net losses on derivative instruments currently classified under accumulated other comprehensive income to revenue, offsetting the change in revenue due to foreign currency translation, during the next twelve months.

     In January of 2009, the Company entered into interest rate swap agreements that effectively converted variable rate interest payments to fixed rate interest payments for a notional amount of $1,000.0 million (a portion of term loan A) of which $300.0 million of swap payment arrangements would have expired in January of 2012 and $700.0 million of swap payment arrangements would have expired in January of 2013. During February 2010, term loan A and term loan B were fully repaid in conjunction with the new senior notes issuance. As a result, the Company de-designated the hedging relationship due to the forecasted transactions no longer being probable of occurring and recognized a $12.9 million loss during the six months ended June 30, 2010 as a discontinuance of the cash flow hedges in accordance with ASC Topic 815, Derivatives and Hedging.

Adoption of ASC Topic 740

     In accordance with the disclosure requirements as described in ASC Topic 740, Income Taxes, the Company has classified uncertain tax positions as non-current income tax liabilities, or a reduction in non-current deferred tax assets, unless expected to be paid in one year. The Company’s continuing practice is to recognize interest and/or penalties related to income tax matters in income tax expense. It is reasonably possible that there will be a reduction to the balance of unrecognized tax benefits up to $31.6 million in the next twelve months.

Adoption of ASC Topic 805, Business Combinations

     The Company capitalized $74.9 million of acquired in-process research and development and assigned it an indefinite life according to ASC Topic 805, Business Combinations. Such assets are accounted for as indefinite life intangible assets subject to annual impairment testing, or earlier if an event or circumstance indicates that impairment may have occurred, until completion or abandonment of the acquired projects. Upon reaching the end of the research and development project, the Company will amortize the acquired in-process research and development over its estimated useful life, or expense the acquired in-process research and development should the research and development project be unsuccessful with no future alternative use.

Adoption of ASC Topic 460, Guarantees

     The Company is a guarantor of a pension plan benefit that was assumed in conjunction with the AB merger, that is accounted for under the ASC Topic 460, Guarantees. As part of the divestiture of the Analytical Instruments business in 1999 by AB, the purchaser of the Analytical

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Business Combinations and Divestitures

3 Months Ended

Jun. 30, 2011

Business Combinations and Divestitures [Abstract]

Business Combinations and Divestitures

3. Business Combinations and Divestitures

Business Combinations

     The Company completed several acquisitions that were not individually or collectively considered material to the overall consolidated financial statements and the results of the Company’s operations. These acquisitions have been included in the consolidated financial statements from the respective dates of the acquisitions. Certain acquisitions, including Ion Torrent Systems Incorporated (Ion Torrent), contain contingent consideration arrangements that require the Company to assess the acquisition date fair value of the contingent consideration liabilities, which is recorded as part of the purchase consideration of the acquisition. The Company continuously assesses and adjusts the fair value of the contingent consideration liabilities, if necessary, until the settlement or expiration of the contingency occurs.

     In October 2010, the Company acquired all outstanding equity shares of Ion Torrent with an upfront payment of $375.0 million, and time and technology based milestones of $350.0 million. The merger agreement stipulates that consideration to Ion Torrent’s former equity-holders (for the upfront payment and any milestone payments) be paid in a combination of cash and the Company’s common stock. During 2010, the Company delivered, in satisfaction of both the upfront payment and a milestone, which was earned and paid in November 2010, 3.4 million shares of common stock, or the equivalent of $159.3 million at the time of delivery, and cash in the aggregate of $263.2 million. If earned, the remaining time and technology based milestone will be paid in January 2012 with a combination of cash and Company’s common stock equal to $300.0 million. Under ASC Topic 805, Business Combinations, the Company is required to fair value contingent consideration at the date of acquisition. At the date of acquisition, the Company considered the $300.0 million milestone a contingent consideration and fair valued this contingent consideration at $260.8 million by applying a weighted average probability on the achievement of the milestone based on the assessment developed during the valuation process, then deriving the present value of the outcome from the time at which the obligation is settled by applying a discount rate that incorporated a market participant’s view of the risk associated with the expected milestone payment. The Company periodically assesses the fair value of contingent consideration, reflecting any revisions in the Consolidated Statement of Operations. The $50.0 million milestone (paid in November 2010) was assessed at 100% probability of occurring, and therefore considered a financing arrangement and accrued at the acquisition date. Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”, for additional information on the fair market valuation of the contingent consideration liabilities and subsequent adjustments.

Divestiture of Equity Investment

     In January 2010, the Company completed the sale of its 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture for $428.1 million in cash, excluding taxes and transaction costs, and recorded a gain of $37.3 million in other income in the Consolidated Statement of Operations for the six months ended June 30, 2010. Included in the sale was the carrying value of the equity investment of $330.4 million, accounts receivable of $71.3 million, net inventory of $55.1 million, other current assets of $17.6 million, long-term assets of $13.7 million, accounts payable of $9.8 million, other current liabilities of $80.8 million, and long-term liabilities of $6.7 million.

Business Consolidation Costs

     The Company continues to integrate recent and pending acquisitions and divestitures into its operations and recorded approximately $18.7 million and $23.4 million for the three months ended June 30, 2011 and 2010, respectively, and approximately $33.3 million and $48.7 million for the six months ended June 30, 2011 and 2010, respectively. The expenses were primarily related to severance and other costs associated with the integration of acquired and existing businesses.

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Commitments and Contingencies (Details) (USD $) In Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Commitment and Contingencies (Textuals) [Abstract]
Contingent consideration liability	$ 269.2	$ 263.3
Contingent consideration liabilities related to earnings against cost of revenues	1.9
Offset by value accretion recorded in interest expense	4.6
Environmental reserves, current reserves	4.8
Environmental reserves, not discounted (approx)	9.4
Future employment contract commitments	33.7
Short-term contingent consideration	266.5	0
Letters of credit outstanding to support liabilities associated with the company's self insured worker's compensation programs [Member]
Line of Credit Facility [Line Items]
Letters of credit, amount outstanding	9.5
Letters of credit outstanding to support building lease requirements [Member]
Line of Credit Facility [Line Items]
Letters of credit, amount outstanding	5.2
Letters of credit outstanding to support performance bond agreements [Member]
Line of Credit Facility [Line Items]
Letters of credit, amount outstanding	17.7
Letters of credit outstanding to support duty on imported products [Member]
Line of Credit Facility [Line Items]
Letters of credit, amount outstanding	4.8
Letter of Credit [Member]
Line of Credit Facility [Line Items]
Letters of credit, amount outstanding	$ 37.2

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Stock Repurchase Program

3 Months Ended

Jun. 30, 2011

Stock Repurchase Program [Abstract]

Stock Repurchase Program

9. Stock Repurchase Program

     In December 2010, the Board of Directors of the Company approved a program (the December 2010 program), authorizing management to repurchase up to $500.0 million of common stock. During the six months ended June 30, 2011, the Company repurchased 3.9 million shares of its common stock under the December 2010 program at a total cost of approximately $203.0 million. The cost of repurchased shares is included in treasury stock and reported as a reduction in total equity when a repurchase occurs. No shares were repurchased under this program in 2010.

     In July 2010, the Board of Directors of the Company approved a program (the July 2010 program) authorizing management to repurchase up to $520.0 million of common stock over the next two years. As of December 31, 2010, the Company completed repurchasing 8.4 million shares at a total cost of $436.6 million which was included in treasury stock and reported as a reduction in total equity. During the six months ended June 30, 2011, the Company repurchased an additional 1.5 million shares of its common stock at a total cost of $83.4 million, thereby completing the July 2010 program by repurchasing an aggregate of 9.9 million shares at a total cost of $520.0 million, the maximum amount authorized.

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Composition of Certain Financial Statement Items (Tables)

3 Months Ended

Jun. 30, 2011

Composition of Certain Financial Statement Items (Tables) [Abstract]

Inventories

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Raw materials and components	$	102,309	$	87,557
Work in process (materials, labor and overhead)		66,310		63,772
Finished goods (materials, labor and overhead)		199,102		171,989
Total inventories, net	$	367,721	$	323,318

Prepaid Expenses and Other Current Assets

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Hedge assets	$	12,718	$	15,189
Prepaid expenses		83,445		70,395
Other current assets		96,822		104,419
Total prepaid expenses and other current assets	$	192,985	$	190,003

Property and Equipment

	Estimated useful		June 30,			December 31,
	life		2011			2010
(in thousands)			(unaudited)
Land		—	$	140,521		$	139,638
Building and improvements	1-50 years			463,022			449,962
Machinery and equipment	1-10 years			447,204			413,004
Internal use software	1-10 years			218,247			207,904
Construction in process		—		70,104			59,236
Total property and equipment				1,339,098			1,269,744
Accumulated depreciation and amortization				(498,917	)		(421,760	)
Total property and equipment, net			$	840,181		$	847,984

Goodwill and Other Intangible Assets

	June 30, 2011						December 31, 2010
	Weighted						Weighted
	average	Gross carrying		Accumulated			average	Gross carrying		Accumulated
	Life	Amount		Amortization			Life	Amount		Amortization
(in thousands)		(unaudited)
Amortized intangible assets:
Purchased technology	7 years	$	1,233,201	$	(856,184	)	7 years	$	1,227,942	$	(797,694	)
Purchased tradenames and trademarks	9 years		327,282		(137,932	)	9 years		323,863		(120,573	)
Purchased customer base	11 years		1,446,627		(368,872	)	12 years		1,441,781		(305,865	)
Other intellectual property	6 years		302,140		(138,144	)	6 years		299,586		(111,216	)
Total intangible assets		$	3,309,250	$	(1,501,132	)		$	3,293,172	$	(1,335,348	)
Intangible assets not subject to amortization:
Purchased tradenames and trademarks		$	7,451					$	7,451
In-process research and development			74,900						74,900

Accrued Expenses and Other Current Liabilities

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Accrued hedge liabilities	$	13,651	$	46,290
Accrued royalties		71,436		64,552
Accrued warranty		6,818		7,177
Accrued other		151,967		139,968
Total accrued expenses and other current liabilities	$	243,872	$	257,987

Reconciliation of Equity

												Accumulated
												Other					Non-
				Common		Additional			Treasury			Comprehensive			Retained		Controlling
(in thousands)(unaudited)	Total			Stock		Paid-in-Capital			Stock			Income			Earnings		Interests
Balance at December 31, 2010	$	4,438,029		$	2,072	$	5,222,859		$	(1,419,966	)	$	96,612		$	532,499	$	3,953
Business combinations		(28	)		—		(28	)		—			—			—		—
Amortization of stock based compensation		43,063			—		43,063			—			—			—		—
Common stock issuance under employee stock plans		86,459			27		86,460			(28	)		—			—		—
Tax benefit on employee stock plans		9,040			—		9,040			—			—			—		—
Common stock issuance for convertible debt		9,374			—		9,374			—			—			—		—
Issuance of restricted shares, net of repurchased for minimum tax liability		(842	)		1		—			(843	)		—			—		—
Issuance of deferred stock		5,754			1		5,753			—			—			—		—
Purchase of treasury stock		(286,378	)		—		—			(286,378	)		—			—		—
Realized loss on hedging transactions, reclassed into earnings, net of related tax effects		33,831			—		—			—			33,831			—		—
Unrealized loss on hedging transactions, net of related tax effects		(13,852	)		—		—			—			(13,852	)		—		—
Pension liability, net of deferred taxes		2,484			—		—			—			2,484			—		—
Foreign currency translation adjustment, net of related tax effects		37,544			—		—			—			37,186			—		358
Net income (loss)		188,792			—		—			—			—			189,153		(361	)
Balance at June 30, 2011	$	4,553,270		$	2,101	$	5,376,521		$	(1,707,215	)	$	156,261		$	721,652	$	3,950

Effects of changes in the Company's ownership interest in its subsidiaries

(in thousands)(unaudited)	2011		2010
Net income attributable to Life Technologies	$	189,153	$	202,074
Decrease in Life Technologies’ paid-in capital for purchases of subsidiaries’ shares		—		(129	)
Change from net income attributable to Life Technologies and transfers to noncontrolling interests	$	189,153	$	201,945

Comprehensive Income

	Three months ended						Six months ended
	June 30,						June 30,
(in thousands)(unaudited)	2011			2010			2011			2010
Net income, as reported	$	95,213		$	110,541		$	188,792		$	202,047
Realized (gain) loss on hedging transactions, reclassed into earnings		19,762			(4,978	)		33,831			(2,497	)
Unrealized gain (loss) on hedging transactions		(3,404	)		9,019			(13,852	)		22,993
Pension liability adjustment		—			—			2,484			(2,523	)
Foreign currency translation adjustment		20,753			20,624			37,544			15,396
Total comprehensive income	$	132,324		$	135,206		$	248,799		$	235,416
Comprehensive loss attributable to noncontrolling interest		163			27			3			27
Total comprehensive income attributable to the Company	$	132,487		$	135,233		$	248,802		$	235,443

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Fair Value of Financial Instruments

3 Months Ended

Jun. 30, 2011

Fair Value of Financial Instruments [Abstract]

Fair Value of Financial Instruments

10. Fair Value of Financial Instruments

     The carrying amounts of financial instruments such as cash equivalents, foreign cash accounts, accounts receivable, prepaid expenses, other current assets, accounts payable, accrued expenses, and other current liabilities approximate the related fair values due to the short-term maturities of these instruments. The Company invests its excess cash into financial instruments which are readily convertible into cash, such as marketable securities, money market funds, corporate notes, government securities, highly liquid debt instruments, time deposits, and certificates of deposit with original maturities of three months or less at the date of purchase. The Company considers all highly liquid investments with maturities of three months or less from the date of purchase to be cash equivalents. The Company has established guidelines to maintain safety and liquidity for our financial instruments, and the cost of securities sold is based on the specific identification method.

     Investments consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Short-term
Bank time deposits	$	24,678	$	20,425
Foreign bonds		2,898		2,654
Total short-term investments		27,576		23,079
Long-term
Equity securities		26,650		22,448
Total long-term investments		26,650		22,448
Total investments	$	54,226	$	45,527

     ASC Topic 820, Fair Value Measurements and Disclosures has redefined fair value and required the Company to establish a framework for measuring fair value and expand disclosures about fair value measurements. The framework requires the valuation of assets and liabilities subject to fair value measurements using a three tiered approach and fair value measurement be classified and disclosed in one of the following three categories:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported by little or no market activity).

     The following table represents the financial instruments measured at fair value on a recurring basis on the financial statements of the Company subject to ASC Topic 820, Fair Value Measurements and Disclosures and the valuation approach applied to each class of financial instruments:

			Fair Value Measurements at Reporting Date Using
			Quoted Prices in
	Balance at		Active Markets		Significant Other		Significant
(in thousands)(unaudited)	June 30,		for Identical Assets		Observable Inputs		Unobservable Inputs
Description	2011		(Level 1)		(Level 2)		(Level 3)
Bank time deposits	$	24,678	$	24,678	$	—	$	—
Foreign bonds		2,898		2,898		—		—
Money market funds		283,964		283,964		—		—
Deferred compensation plan assets-mutual funds		28,584		28,584		—		—
Assets-derivative forward exchange contracts		12,718		—		12,718		—
Total assets	$	352,842	$	340,124	$	12,718	$	—
Liabilities-derivative forward exchange contracts		13,651		—		13,651		—
Contingent considerations		269,161		—		—		269,161
Total liabilities	$	282,812	$	—	$	13,651	$	269,161

     At June 30, 2011, the carrying value of the financial instruments measured and classified within Level 1 was based on quoted prices and marked to market.

     The Company held foreign bonds which were classified as available-for-sale securities with a fair value of $2.9 million as of June 30, 2011. During the six months ended June 30, 2011, there was no material gain or loss recorded in accumulated other comprehensive income, and there were no gains or losses reclassified out of accumulated other comprehensive income to earnings as a result of the sales of available-for-sale securities.

     The Company manages the Life Technologies Corporation Deferred Compensation Plan (the “Deferred Compensation Plan”) which allows eligible directors and employees to defer, on a pre-tax basis, a portion or all of their compensation, bonuses, or director’s fees. As of June 30, 2011, the Company held $28.6 million in deferred compensation plan assets which were invested in mutual funds. The fair market value of the assets held in the Deferred Compensation Plan was based on unadjusted quoted prices in active markets. The Company carries a corresponding deferred compensation liability of $28.6 million as of June 30, 2011 in other long-term obligations in its Consolidated Balance Sheet.

     Exchange traded derivatives are valued using quoted market prices, when available, and classified within Level 1 of the fair value hierarchy. Level 2 derivatives include foreign currency forward contracts for which fair value is determined by using observable market spot rates and forward points adjusted by risk-adjusted discount rates. The risk-adjusted discount rate is derived by United States dollar zero coupon yield bonds for the corresponding duration of the maturity of derivatives, then adjusted with a counter party default risk for the value of our derivative assets or our credit risk for the value of our derivative liabilities. Credit risk is derived by observable credit default swaps (CDS) spreads. Because CDS spreads information is not available for our Company, our credit risk is determined by analyzing CDS spreads of similar size public entities in the same industry with similar credit ratings. The value of our derivatives discounted by risk-adjusted discount rates represents the present value of amounts estimated to be received for the assets or paid to transfer the liabilities at the measurement date from a marketplace participant in settlement of these instruments.

     Contingent consideration arrangements obligate the Company to pay former owners of an acquired entity if specified future events occur or conditions are met such as the achievement of certain technological milestones, patent milestones or the achievement of targeted revenue milestones. The Company measures such liabilities using level 3 unobservable inputs, applying the income approach, such as the discounted cash flow technique, or the probability-weighted scenario method. The Company used various key assumptions, such as the probability of achievement on the agreed milestones arrangement and the discount rate, to represent the non-performing risk factors and time value when applying the income approach. The Company continuously monitors the fair value of the contingent considerations, with subsequent revisions reflected in the Statement of Operations in the line items commensurate with the underlying nature of milestone arrangements. For a further discussion on contingent consideration accounting, refer to Note 3 of the Consolidated Financial Statements, “Business Combinations and Divestitures” and Note 6 “Commitments and Contingencies”.

     For financial instrument liabilities with significant Level 3 inputs, the following table summarizes the activity for the six months ended June 30, 2011:

	Fair Value Measurements Using
	Significant
	Unobservable Inputs (Level 3)
	Contingent
(in thousands) (unaudited)	Considerations		Total
Beginning balance at January 1, 2011	$	263,311	$	263,311
Transfers into Level 3 from business combinations		3,107		3,107
Total unrealized losses included in earnings		2,743		2,743
Ending balance at June 30, 2011	$	269,161	$	269,161
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date	$	—	$	—

Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

     Non-financial assets and liabilities are recognized at fair value subsequent to initial recognition when they are deemed to be other-than-temporarily impaired. There were no material non-financial assets and liabilities deemed to be other-than-temporarily impaired and measured at fair value on a nonrecurring basis for the six months ended June 30, 2011.

     The Company evaluates its investments in equity and debt securities that are accounted for using the equity method or cost method to determine whether an other-than-temporary impairment or a credit loss exists at period end. At June 30, 2011, the Company held an aggregate $26.7 million of long-term investments in non-publicly traded companies that are accounted for under the cost method. The Company assesses these investments for impairment each quarter, but does not calculate a fair value. Due to the nature of these investments, mainly non-public and early stage companies, the Company believes calculating a fair value not to be practicable. In the event the Company identified an indicator of impairment, the assessment of fair value would be based on all available factors, and may include valuation methodologies using level 3 unobservable inputs, which include discounted cash flows, estimates of sales proceeds, net investment values and appraisals, as appropriate. At June 30, 2011, the Company determined that there was no event or change in circumstances that occurred which had a significant adverse effect on the fair value of the cost method investments during the six months ended June 30, 2011, and accordingly no material impairment charges were recorded during the period.

Foreign Currency and Derivative Financial Instruments

     The Company translates the financial statements of its foreign subsidiaries using end-of-period exchange rates for assets and liabilities and average exchange rates during each reporting period for results of operations. Net gains or losses resulting from the translation of foreign financial statements and the effect of exchange rate changes on intercompany receivables and payables of a long-term investment nature are recorded as a separate component of stockholders’ equity. These adjustments will affect net income only upon sale or liquidation of the underlying investment in a foreign subsidiary.

     Some of the Company’s reporting entities conduct a portion of their business in currencies other than the entity’s functional currency. These transactions give rise to receivables and payables that are denominated in currencies other than the entity’s functional currency. The value of these receivables and payables is subject to changes in currency exchange rates from the point in which the transactions are originated until the settlement in cash. Both realized and unrealized gains and losses in the value of these receivables and payables are included in the determination of net income. Net currency exchange gains (losses) recognized on business transactions, net of hedging transactions, were $(1.6) million and $1.2 million for the three months ended June 30, 2011 and June 30, 2010, respectively, and $(3.7) million and $5.0 million for the six months ended June 30, 2011 and June 30, 2010, respectively, and such gains and losses are included in other income/(expense) in the Consolidated Statements of Operations.

     To manage the foreign currency exposure risk, the Company uses derivatives for activities in entities that have receivables and payables denominated in a currency other than the entity’s functional currency. Realized and unrealized gains or losses on the value of financial contracts entered into to hedge the exchange rate exposure of these receivables and payables are also included in the determination of net income as they have not been designated for hedge accounting under ASC Topic 815, Derivatives and Hedging.

These contracts, which settle in July 2011 through January 2012, effectively fix the exchange rate at which these specific receivables and payables will be settled in, so that gains or losses on the forward contracts offset the gains or losses from changes in the value of the underlying receivables and payables. At June 30, 2011, the Company had a notional principal amount of $817.8 million in foreign currency forward contracts outstanding to hedge currency risk relative to our foreign receivables and payables.

     The Company’s international operating units conduct business in, and have functional currencies that differ from the parent entity, and therefore, the ultimate conversion of these sales to cash in United States dollars is subject to fluctuations in foreign currency. The Company may determine to limit this exposure on the Company’s Consolidated Statements of Operations and Consolidated Statements of Cash Flows from changes in currency exchange rates through hedging. Upon entering derivative transactions, when the United States dollar strengthens significantly against foreign currencies, the decline in the United States dollar value of future foreign currency revenue is offset by gains in the value of the forward contracts designated as hedges. Conversely, when the United States dollar weakens, the opposite occurs. The Company’s currency exposures vary, but are primarily concentrated in the euro, British pound sterling, Japanese yen and Canadian dollar. The Company uses foreign currency forward contracts to mitigate foreign currency risk on forecasted foreign currency intercompany sales that are expected to be settled through July 2011. The change in fair value prior to their maturity is accounted for as cash flow hedges, and recorded in other comprehensive income, net of tax, in the Consolidated Balance Sheets according to ASC Topic 815, Derivatives and Hedging. To the extent any portion of the forward contracts is determined to not be an effective hedge, the increase or decrease in value prior to the maturity is recorded in other income/(expense) in the Consolidated Statements of Operations.

     At June 30, 2011, the Company had a notional principal amount of $58.0 million in foreign currency forward contracts outstanding to hedge foreign currency revenue risk under ASC Topic 815, Derivatives and Hedging. During the six months ended June 30, 2011, the Company did not have any material losses or gains related to the ineffective portion of its hedging instruments in other income/(expense) in the Consolidated Statements of Operations. No hedging relationships were terminated as a result of ineffective hedging or forecasted transactions no longer probable of occurring for foreign currency forward contacts. The Company continuously monitors the probability of forecasted transactions as part of the hedge effectiveness testing. The Company reclasses deferred gains or losses reported in accumulated other comprehensive income into revenue when the consolidated earnings are impacted, which for intercompany sales are when the inventory is sold to a third party. For intercompany sales hedging, the Company uses an inventory turnover ratio for each international operating unit to align the timing of a hedged item and a hedging instrument to impact the Consolidated Statements of Operations during the same reporting period. At June 30, 2011, the Company expects to recognize $9.7 million of net losses on derivative instruments currently classified under accumulated other comprehensive income to revenue, offsetting the change in revenue due to foreign currency translation, during the next twelve months.

     In January of 2009, the Company entered into interest rate swap agreements that effectively converted variable rate interest payments to fixed rate interest payments for a notional amount of $1,000.0 million (a portion of term loan A) of which $300.0 million of swap payment arrangements would have expired in January of 2012 and $700.0 million of swap payment arrangements would have expired in January of 2013. During February 2010, term loan A and term loan B were fully repaid in conjunction with the new senior notes issuance. As a result, the Company de-designated the hedging relationship due to the forecasted transactions no longer being probable of occurring and recognized a $12.9 million loss during the six months ended June 30, 2010 as a discontinuance of the cash flow hedges in accordance with ASC Topic 815, Derivatives and Hedging.

     The following table summarizes the fair values of derivative instruments at June 30, 2011 and December 31, 2010:

	Asset Derivatives					Liability Derivatives
		Fair Value					Fair Value
	Balance Sheet	June 30,		December 31,		Balance Sheet	June 30,		December 31,
	Location	2011		2010		Location	2011		2010
(in thousands)		(unaudited)					(unaudited)
Derivatives instruments designated and qualified as cash flow hedges
Forward exchange contracts	Other current assets	$	—	$	—	Other current liabilities	$	6,648	$	41,558
Total		$	—	$	—		$	6,648	$	41,558
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other current assets	$	12,718	$	15,189	Other current liabilities	$	7,003	$	4,732
Total		$	12,718	$	15,189		$	7,003	$	4,732
Total derivatives		$	12,718	$	15,189		$	13,651	$	46,290

     The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations for the three months ended June 30, 2011 and 2010, respectively:

Three months ended June 30,

Three months ended June 30,

2011

2010

Amount of

Amount of

Location of

Gain/(Loss)

Location of

Gain/(Loss)

Amount of

Gain/(Loss)

Reclassified

Amount of

Gain/(Loss)

Reclassified

(Gain)/Loss

Reclassified from

from

(Gain)/Loss

Reclassified from

from

Recognized in

AOCI into

AOCI

Recognized in

AOCI into

AOCI

OCI

Income

into Income

OCI

Income

into Income

(in thousands)(unaudited)

Effective Portion

Effective Portion

Derivatives instruments designated and qualified as cash flow hedges

Foreign exchange contracts

$

5,435

Revenue

$

(31,713

)

$

(13,804

)

Revenue

$

8,039

Interest rate swap contracts

—

Interest expense

146

—

Interest expense

—

Total derivatives

$

5,435

$

(31,567

)

$

(13,804

)

$

8,039

	Three months ended June 30,			Three months ended June 30,
	2011			2010
		Amount of			Amount of
	Location of	(Gain)/Loss		Location of	(Gain)/Loss
	(Gain)/Loss	recognized in		(Gain)/Loss	recognized in
	Recognized in Income	Income		Recognized in Income	Income
(in thousands)(unaudited)	Ineffective Portion			Ineffective Portion
Derivatives instruments designated and qualified as cash flow hedges
Foreign exchange contracts	Other (income)expense	$	*	Other (income) expense	$	*
Interest rate swap contracts	Other (income)expense		—	Other (income) expense		—
Total derivatives		$	*		$	*

	Three months ended June 30,			Three months ended June 30,
	2011			2010
	Location of	Amount of		Location of	Amount of
	(Gain)/Loss	(Gain)/Loss		(Gain)/Loss	(Gain)/Loss
	Recognized in	Recognized in		Recognized in	Recognized in
(in thousands)(unaudited)	Income	Income		Income	Income
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other(income)expense	$	10,051	Other (income) expense	$	(70,853	)
Total Derivatives		$	10,051		$	(70,853	)

* De minimus amount recognized in the hedge relationship.

     The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations for the six months ended June 30, 2011 and 2010, respectively:

Six months ended June 30,

Six months ended June 30,

2011

2010

Amount of

Amount of

Location of

Gain/(Loss)

Location of

Gain/(Loss)

Amount of

Gain/(Loss)

Reclassified

Amount of

Gain/(Loss)

Reclassified

(Gain)/Loss

Reclassified from

from

(Gain)/Loss

Reclassified from

from

Recognized in

AOCI into

AOCI

Recognized in

AOCI into

AOCI

OCI

Income

into Income

OCI

Income

into Income

(in thousands)(unaudited)

Effective Portion

Effective Portion

Derivatives instruments designated and qualified as cash flow hedges

Foreign exchange contracts

$

19,462

Revenue

$

(54,391

)

$

(36,033

)

Revenue

$

9,200

Interest rate swap contracts

—

Interest expense

292

7,772

**

Interest expense

—

Total derivatives

$

19,462

$

(54,099

)

$

(28,261

)

$

9,200

	Six months ended June 30,			Six months ended June 30,
	2011			2010
		Amount of			Amount of
	Location of	(Gain)/Loss		Location of	(Gain)/Loss
	(Gain)/Loss	recognized in		(Gain)/Loss	recognized in
	Recognized in Income	Income		Recognized in Income	Income
(in thousands)(unaudited)	Ineffective Portion			Ineffective Portion
Derivatives instruments designated and qualified as cash flow hedges
Foreign exchange contracts	Other (income)expense	$	*	Other (income) expense	$	*
Interest rate swap contracts	Other (income)expense		—	Other (income)expense		—
Total derivatives		$	*		$	*

	Six months ended June 30,			Six months ended June 30,
	2011			2010
	Location of	Amount of		Location of	Amount of
	(Gain)/Loss	(Gain)/Loss		(Gain)/Loss	(Gain)/Loss
	Recognized in	Recognized in		Recognized in	Recognized in
(in thousands)(unaudited)	Income	Income		Income	Income
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other (income) expense	$	38,110	Other (income) expense	$	(91,838	)
Total derivatives		$	38,110		$	(91,838	)

*	De minimus amount recognized in the hedge relationship.
**	$7.8 million was a part of the $12.9 million loss on discontinuance of cash flow hedge related to term loan A interest rate swaps. The difference of $5.1 million was recognized in other comprehensive income in 2009. The entire $12.9 million was reclassified from accumulated other comprehensive income into other income/(expense) during the first quarter of 2010.

Concentration of Credit Risk

     Financial instruments that potentially subject us to concentrations of credit risk are cash and cash equivalents, investments, and accounts receivable. We attempt to minimize the risks related to cash and cash equivalents and investments by using highly-rated financial institutions that invest in a broad and diverse range of financial instruments. We have established guidelines relative to credit ratings and maturities intended to maintain safety and liquidity. Concentration of credit risk with respect to accounts receivable is limited due to our large and diverse customer base, which is dispersed over different geographic areas. Allowances are maintained for potential credit losses and such losses have historically been within our expectations. Our investment portfolio is maintained in accordance with our investment policy that defines allowable investments, specifies credit quality standards and limits the credit exposure of any single issuer.

     Our derivatives instruments have an element of risk in that the counterparties may be unable to meet the terms of the agreements. We attempt to minimize this risk by limiting the counterparties to a diverse group of highly-rated domestic and international financial institutions. In the event of non-performance by these counterparties, the asset position carrying values of our financial instruments represent the maximum amount of loss we could incur as of June 30, 2011. However, we do not expect to record any losses as a result of counterparty default in the foreseeable future. We do not require and are not required to pledge collateral for these financial instruments. The Company does not use derivative financial instruments for speculation or trading purposes or for activities other than risk management and we are not a party to leveraged derivatives. In addition, we do not carry any master netting arrangements to mitigate the credit risk. The Company continually evaluates the costs and benefits of its hedging program.

Debt Obligations

     The Company has certain financial instruments in which the carrying value does not equal the fair value. The estimated fair value of the senior notes and the convertible senior notes was determined by using observable market information.

     The fair value and carrying amounts of the Company’s debt obligations were as follows:

	Fair Value				Carrying Amounts
	June 30,		December 31,		June 30,		December 31,
	2011		2010		2011		2010
(in thousands)	(unaudited)				(unaudited)
3.375% Senior Notes (principal due 2013)	$	257,775	$	254,663	$	249,933	$	249,914
4.400% Senior Notes (principal due 2015)		531,515		520,380		498,747		498,592
3.500% Senior Notes (principal due 2016)		411,044		396,492		399,418		399,360
6.000% Senior Notes (principal due 2020)		815,138		805,815		748,625		748,565
5.000% Senior Notes (principal due 2021)		403,052		396,664		398,292		398,224
1 1/2% Convertible Senior Notes (principal due 2024)		516,938		545,909		438,178		428,356
3 1/4% Convertible Senior Notes (principal due 2025)		—		413,000		—		345,360

     For details on the carrying amounts of the debt obligations, refer to Note 4 of the Consolidated Financial Statements, “Long-Term Debt”.

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Long -Term Debt (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Long-term debt
Capital leases	$ 5,986	$ 7,002
Total debt	2,739,179	3,075,373
Less current portion	(440,706)	(347,749)
Total long-term debt	2,298,473	2,727,624
3.375% Senior Notes (principal due 2013) [Member]
Long-term debt
Senior Notes	249,933	249,914
4.400% Senior Notes (principal due 2015) [Member]
Long-term debt
Senior Notes	498,747	498,592
3.500% Senior Notes (principal due 2016) [Member]
Long-term debt
Senior Notes	399,418	399,360
6.000% Senior Notes (principal due 2020) [Member]
Long-term debt
Senior Notes	748,625	748,565
5.000% Senior Notes (principal due 2021) [Member]
Long-term debt
Senior Notes	398,292	398,224
1 1/2% Convertible Senior Notes due 2024 [Member]
Long-term debt
Senior Convertible Notes	438,178	428,356
3 1/4% Convertible Senior Notes due 2025 [Member]
Long-term debt
Senior Convertible Notes		$ 345,360

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Income Taxes

3 Months Ended

Jun. 30, 2011

Income Taxes [Abstract]

Income Taxes

8. Income Taxes

     Income taxes are determined using an estimated annual effective tax rate applied against income, and then adjusted for the tax impacts of certain significant and discrete items. For the six months ended June 30, 2011, the Company treated the tax impact related to the following as discrete events for which the tax effect was recognized separately from the application of the estimated annual effective tax rate: (i) expenses related to foreign return to provision adjustments and reduced Medicare subsidies; offset by (ii) benefits related to the reversal of tax liabilities and reserves for uncertain tax positions and disqualifying dispositions of qualified stock grants. The Company’s effective tax rate recorded for the six months ended June 30, 2011 was 17.9%. Excluding the impact of the discrete items discussed above, the effective tax rate would have been 22.2%.

     In accordance with the disclosure requirements as described in ASC Topic 740, Income Taxes, the Company has classified uncertain tax positions as non-current income tax liabilities, or a reduction in non-current deferred tax assets, unless expected to be paid in one year. The Company’s continuing practice is to recognize interest and/or penalties related to income tax matters in income tax expense. It is reasonably possible that there will be a reduction to the balance of unrecognized tax benefits up to $31.6 million in the next twelve months.

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Basis of Presentation

3 Months Ended

Jun. 30, 2011

Basis of Presentation [Abstract]

Basis of Presentation

1. Basis of Presentation

Financial Statement Preparation

     The unaudited consolidated financial statements have been prepared by Life Technologies Corporation according to the rules and regulations of the Securities and Exchange Commission (SEC) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted. The Company has evaluated subsequent events through the date the financial statements were issued.

     In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments, which are normal and recurring, necessary to fairly state the financial position, results of operations and cash flows. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2010 filed with the SEC on February 25, 2011.

     The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Principles of Consolidation

     The consolidated financial statements include the accounts of Life Technologies Corporation and its majority owned or controlled subsidiaries, collectively referred to as Life Technologies (the Company). All significant intercompany accounts and transactions have been eliminated in consolidation. When there is a portion of equity in an acquired subsidiary not attributable, directly or indirectly, to the parent, the Company records the fair value of the noncontrolling interests at the acquisition date and classifies the amounts attributable to noncontrolling interests separately in equity in the Company’s Consolidated Financial Statements. Any subsequent changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary are accounted for as equity transactions. For details on the noncontrolling interests, refer to Note 2 of the Consolidated Financial Statements, “Reconciliation of Equity”.

     For purposes of these Notes to Consolidated Financial Statements, gross profit is defined as revenues less cost of revenues and purchased intangibles amortization and gross margin is defined as gross profit divided by revenues. Operating income is defined as gross profit less operating expenses and operating margin is defined as operating income divided by revenues.

Long-Lived Assets

     The Company periodically re-evaluates the original assumptions and rationale utilized in the establishment of the carrying value and estimated lives of its long-lived assets. The criteria used for these evaluations include management’s estimate of the asset’s continuing ability to generate income from operations and positive cash flow in future periods as well as the strategic significance of any intangible asset to the Company’s business objectives. If assets are considered to be impaired, the impairment recognized is the amount by which the carrying value of the assets exceeds the fair value of the assets, which is determined by applicable market prices, when available. The Company did not recognize a significant impairment during the period.

Fair Value of Financial Instruments

     We account for our financial instruments at fair value based on ASC Topic 820, Fair Value Measurements and Disclosures and ASC Topic 815, Derivatives and Hedging. In determining fair value, we consider both the credit risk of our counterparties and our own creditworthiness. ASC Topic 820, Fair Value Measurements and Disclosures, defines fair value and establishes a framework for measuring fair value. The framework requires the valuation of investments using a three tiered approach. The Company applies the valuation techniques consistently, and reviews and evaluates the adequacy of the valuation techniques periodically.

     A derivative is an instrument whose value is derived from an underlying instrument or index, such as interest rates, equity securities, currencies, commodities or credit spreads. Derivatives include futures, forwards, swaps, or option contracts, or other financial instruments with similar characteristics. Derivative contracts often involve future commitments to exchange interest payment streams or currencies based on a notional or contractual amount (e.g., interest rate swaps or currency forwards).

     The accounting for changes in fair value of a derivative instrument depends on the nature of the derivative and whether the derivative qualifies as a hedging instrument in accordance with ASC Topic 815, Derivatives and Hedging. Those hedging instruments that qualify for hedge accounting are included as an adjustment to revenue or interest expense, depending upon the underlying transactions the Company is hedging. Those hedges that do not qualify for hedge accounting are included in non-operating income. The Company does not engage in speculative hedging.

     For further details on the assets and liabilities subject to fair value measurements and the related valuation techniques used, and for details on derivative instruments, refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments”.

Computation of Earnings Per Share

     Basic earnings per share was computed by dividing net income attributable to Life Technologies by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflect the potential dilution that could occur from the following items:

• Convertible senior notes where the effect of those securities is dilutive;

• Dilutive stock options and restricted stock units;

• Dilutive performance awards; and

• Dilutive Employee Stock Purchase Plan (ESPP).

     Computations for basic and diluted earnings per share are as follows:

	Net Income
	Attributable to
	Life
	Technologies		Shares		Earnings
(in thousands, except per share data) (unaudited)	(Numerator)		(Denominator)		Per Share
Three Months Ended June 30, 2011
Basic earnings per share:
Net income attributable to Life Technologies	$	95,466		179,031	$	0.53
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,770
Employee Stock Purchase Plan		—		14
1 1/2% Convertible Senior Notes due 2024		33		413
3 1/4% Convertible Senior Notes due 2025		—		533
Net income attributable to Life Technologies plus assumed conversions	$	95,499		184,761	$	0.52
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,001
Three Months Ended June 30, 2010
Basic earnings per share:
Net income attributable to Life Technologies	$	110,568		182,484	$	0.61
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,703
Employee Stock Purchase Plan		—		109
2% Convertible Senior Notes due 2023		18		3,434
1 1/2% Convertible Senior Notes due 2024		32		81
3 1/4% Convertible Senior Notes due 2025		—		273
Net income attributable to Life Technologies plus assumed conversions	$	110,618		191,084	$	0.58
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,929

	Net Income
	attributable to
	Life
	Technologies		Shares		Earnings
(in thousands, except per share data) (unaudited)	(Numerator)		(Denominator)		Per Share
Six Months Ended June 30, 2011
Basic earnings per share:
Net income attributable to Life Technologies	$	189,153		179,698	$	1.05
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,814
Employee Stock Purchase Plan		—		19
1 1/2% Convertible Senior Notes due 2024		66		433
3 1/4% Convertible Senior Notes due 2025		—		549
Net income attributable to Life Technologies plus assumed conversions	$	189,219		185,513	$	1.02
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,010
Six Months Ended June 30, 2010
Basic earnings per share:
Net income attributable to Life Technologies	$	202,074		181,675	$	1.11
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,763
Dilutive performance awards		—		133
Employee Stock Purchase Plan		—		134
2% Convertible Senior Notes due 2023		38		3,421
1 1/2% Convertible Senior Notes due 2024		63		75
3 1/4% Convertible Senior Notes due 2025		—		258
Net income attributable to Life Technologies plus assumed conversions	$	202,175		190,459	$	1.06
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				3,409

Share-Based Compensation

     Under the Life Technologies Corporation 2009 Equity Incentive Plan (the “2009 Plan”), the Company has the ability to grant stock options, stock appreciation rights, restricted stock units, restricted stock awards, performance awards, and deferred stock awards with 11.0 million shares of the Company’s common stock reserved for the granting of new awards. Stock option awards are granted to eligible employees and directors at an exercise price equal to the fair market value of such stock on the date of grant, generally vest over four years, and are exercisable in whole or in installments and expire ten years from the date of grant. Restricted stock awards and restricted stock units are granted to eligible employees and directors and represent rights to receive shares of common stock at a future date, generally vesting over three or four years. An exercise price and monetary payment are not required for receipt or issuance of restricted stock awards and restricted stock units, instead, consideration is furnished in the form of the participant’s services to the Company. The compensation cost for these awards is valued based on the estimated fair value of such award on the date of grant.

     Effective February 1, 2010 the Company’s qualified employee stock purchase plan (the 2010 Plan) covered all eligible employees of the Company. Eligible employees may elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. The 2010 Plan replaced the 1999 Plan acquired as a result of the Applied Biosystems Inc. (AB) acquisition and the 2004 Plan. Prior to February 1, 2010, the Company had a qualified (the 2004 Plan) employee stock purchase plan (purchase rights) whereby eligible employees of Life Technologies (previously known as Invitrogen Corporation) could elect to withhold up to 15% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase. The Company also had a qualified (the 1999 Plan) employee stock purchase plan whereby eligible legacy AB employees could elect to withhold up to 10% of their compensation to purchase shares of the Company’s stock on a quarterly basis at a discounted price equal to 85% of the lower of the employee’s offering price or the closing price of the stock on the date of purchase.

     The Company uses the Black-Scholes option-pricing model (Black-Scholes model) to value share-based employee stock option and purchase right awards. The determination of fair value of stock-based payment awards using an option-pricing model requires the use of certain estimates and assumptions that affect the reported amount of share-based compensation cost recognized in the Consolidated Statements of Operations. Among these include the expected term of options, estimated forfeitures, expected volatility of the Company’s stock price, expected dividends and the risk-free interest rate.

     The expected term of share-based awards represents the weighted-average period the awards are expected to remain outstanding and is an input in the Black-Scholes model. In determining the expected term of options, the Company considers various factors including the vesting period of options granted, employees’ historical exercise and post-vesting employment termination behavior, expected volatility of the Company’s stock and aggregation by homogeneous employee groups. The Company uses a combination of the historical volatility of its stock price and the implied volatility of market-traded options of the Company’s stock with terms of up to approximately one year to estimate the expected volatility assumption input to the Black-Scholes model in accordance with ASC Topic 718, Compensation—Stock Compensation. The Company’s decision to use a combination of historical and implied volatility was based upon the availability of actively traded options of its stock and its assessment that such a combination was more representative of future expected stock price trends. The risk-free interest rate is based upon United States Treasury securities with remaining terms similar to the expected term of the share-based awards. The expected dividend yield assumption is based on the Company’s expectation of future dividend payouts. The Company has never declared or paid any cash dividends on its common stock and currently does not anticipate paying such cash dividends.

Stock Options and Purchase Rights

     The underlying assumptions used to value employee stock options and purchase rights granted during the six months ended June 30, 2011 and 2010 were as follows:

	Six months ended
	June 30,
(unaudited)	2011			2010
Stock Options
Weighted average risk free interest rate		2.06	%		1.99	%
Expected term of share-based awards	4.3 yrs			4.4 yrs
Expected stock price volatility		31	%		31	%
Expected dividend yield		0	%		0	%
Weighted average fair value of share-based awards granted	$	15.93		$	14.77
Purchase Rights
Weighted average risk free interest rate		0.47	%		0.67	%
Expected term of share-based awards	1.0 yrs			0.9 yrs
Expected stock price volatility		28	%		42	%
Expected dividend yield		0	%		0	%
Weighted average fair value of share-based awards granted	$	9.99		$	9.17

     The Company is required to estimate forfeitures at the time of grant and revise those estimates in subsequent periods on a cumulative basis in the period the estimated forfeiture rate changes. The Company considered its historical experience of pre-vesting option forfeitures as the basis to arrive at its estimated annual pre-vesting option forfeiture rate of 6.0% and 4.9% per year for the six months ended June 30, 2011 and 2010, respectively. All option awards, including those with graded vesting, were valued as a single award with a single average expected term and are amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. At June 30, 2011, there was $35.3 million remaining in unrecognized compensation cost related to employee stock options, which is expected to be recognized over a weighted average period of 1.8 years. No compensation cost was capitalized in inventory during the six months ended June 30, 2011 as the amounts involved were not material.

     Total share-based compensation expense for employee stock options and purchase rights for the three and six months ended June 30, 2011 and 2010 was comprised of the following:

	Three months ended				Six months ended
	June 30,				June 30,
(in thousands, except per share amounts) (unaudited)	2011		2010		2011		2010
Cost of revenues	$	886	$	1,230	$	2,033	$	2,535
Selling, general and administrative		6,682		7,798		13,900		15,379
Research and development		1,104		1,510		2,311		3,132
Share-based compensation expense before taxes		8,672		10,538		18,244		21,046
Related income tax benefits		3,170		3,238		6,419		6,078
Share-based compensation expense, net of taxes	$	5,502	$	7,300	$	11,825	$	14,968
Net share-based compensation expense per common share:
Basic	$	0.03	$	0.04	$	0.07	$	0.08
Diluted	$	0.03	$	0.04	$	0.06	$	0.08

Restricted Stock Units

     Restricted stock units represent a right to receive shares of common stock at a future date determined in accordance with the participant’s award agreement. An exercise price and monetary payment are not required for receipt of restricted stock units or the shares issued in settlement of the award. Instead, consideration is furnished in the form of the participant’s services to the Company. Restricted stock units have either graded vesting terms of four years, or cliff vesting terms which generally vest over three years. Compensation cost for these awards is based on the estimated fair value on the date of grant and recognized as compensation expense on a straight-line basis over the requisite service period. There were no pre-vesting forfeitures estimated for the six months ended June 30, 2011 and 2010. At June 30, 2011, there was $147.3 million remaining in unrecognized compensation cost related to these awards, which is expected to be recognized over a weighted average period of 2.9 years. The weighted average fair value of restricted stock units granted during the six months ended June 30, 2011 and 2010 was $53.38 and $52.11, respectively.

     Total share-based compensation expense for restricted stock units for the three and six months ended June 30, 2011 and 2010 was composed of the following:

	Three months ended				Six months ended
	June 30,				June 30,
(in thousands, except per share amounts) (unaudited)	2011		2010		2011		2010
Cost of revenues	$	1,214	$	991	$	1,996	$	1,621
Selling, general and administrative		12,683		8,355		20,523		14,910
Research and development		1,116		1,550		2,152		2,455
Share-based compensation expense before taxes		15,013		10,896		24,671		18,986
Related income tax benefits		5,526		3,895		9,036		7,022
Share-based compensation expense, net of taxes	$	9,487	$	7,001	$	15,635	$	11,964
Net share-based compensation expense per common share:
Basic	$	0.05	$	0.04	$	0.09	$	0.07
Diluted	$	0.05	$	0.04	$	0.08	$	0.06

Deferred Stock Awards and Restricted Stock Awards

     Deferred stock awards are fully vested and expensed when issued, but shares are placed in a deferral account under the Life Technologies Corporation Deferred Compensation Plan (the “Deferred Compensation Plan”), at an eligible employee’s or director’s discretion, until distributed to the employee or director at a future date. The Deferred Compensation Plan allows eligible directors and employees to defer, on a pre-tax basis, a portion or all of their compensation, bonuses, or director’s fees in the form of cash or deferred stock awards. The deferred compensation plan provides matching contributions by the Company to the participants, based on the deferred compensation plan agreement, in the form of restricted stock awards. During the six months ended June 30, 2011, the Company granted restricted stock awards with a total deferred compensation value of $1.4 million, which will be recognized over the requisite service period of 3 years. The restricted stock awards, issued but unvested, are also held in the deferral account, and are subject to a three year cliff vesting. Refer to Note 10 of the Consolidated Financial Statements, “Fair Value of Financial Instruments” for further information on the fair market valuation of the deferred compensation plan assets.

Recent Accounting Pronouncements

     In June 2011, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2011-05, Presentation of Comprehensive Income, updating ASC Topic 220, Comprehensive Income. Under the amended ASC Topic 220, an entity has the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The guidance eliminates the current option to present other comprehensive income and its components in the Statement of Stockholders’ Equity. This guidance does not change the components that are recognized in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011, and is to be applied retrospectively. The Company does not believe the adoption of this guidance in the first quarter of 2012 will have an impact on its consolidated financial statements or on future operating results.

     In May 2011, the FASB issued ASU 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS, updating ASC Topic 820, Fair Value Measurement. This guidance clarifies existing fair value guidance and expands disclosure requirements on, among other things, fair value measurements using Level 3 unobservable inputs. This guidance requires disclosures of quantitative information about the inputs used in Level 3 valuations, the valuation process used, and the sensitivity of the fair value measurements to changes in unobservable inputs. This guidance is effective for interim and annual periods beginning after December 15, 2011, and is to be applied prospectively. The Company does not believe the adoption of this guidance in the first quarter of 2012 will have a material impact on its consolidated financial statements or on future operating results.

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Long-Term Debt

3 Months Ended

Jun. 30, 2011

Long-Term Debt [Abstract]

Long-Term Debt

4. Long-Term Debt

     Long-term debt consisted of the following:

	June 30,			December 31,
	2011			2010
(in thousands)	(unaudited)
3.375% Senior Notes (principal due 2013), net of unamortized discount	$	249,933		$	249,914
4.400% Senior Notes (principal due 2015), net of unamortized discount		498,747			498,592
3.500% Senior Notes (principal due 2016), net of unamortized discount		399,418			399,360
6.000% Senior Notes (principal due 2020), net of unamortized discount		748,625			748,565
5.000% Senior Notes (principal due 2021), net of unamortized discount		398,292			398,224
1 1/2% Convertible Senior Notes (principal due 2024), net of unamortized discount		438,178			428,356
3 1/4% Convertible Senior Notes (principal due 2025), net of unamortized discount		—			345,360
Capital leases		5,986			7,002
Total debt		2,739,179			3,075,373
Less current portion		(440,706	)		(347,749	)
Total long-term debt	$	2,298,473		$	2,727,624

Senior Notes

     On February 10, 2010, the Company filed a prospectus that allows the Company to issue in one or more offerings, senior or subordinated debt securities covered by the prospectus by filing a prospectus supplement that contains specific information about the securities and specific terms being offered. In aggregate, the Company has issued a principal amount of $2,300.0 million of fixed unsecured and unsubordinated Senior Notes (the “Notes”) as of June 30, 2011, of which $1,500.0 million were offered in February 2010 and $800.0 million were offered in December 2010. During February 2010, the Company issued $1,500.0 million of fixed rate unsecured notes which consisted of an aggregate principal amount of $250.0 million of 3.375% Senior Notes due 2013 (the “2013 Notes”) at an issue price of 99.95%, an aggregate principal amount of $500.0 million of 4.40% Senior Notes due 2015 (the “2015 Notes”) at an issue price of 99.67% and an aggregate principal amount of $750.0 million of 6.00% Senior Notes due 2020 (the “2020 Notes”) at an issue price of 99.80%. During December 2010, the Company issued an additional $800.0 million of fixed rate unsecured notes which consisted of an aggregate principal amount of $400.0 million of 3.50% Senior Notes due 2016 (the “2016 Notes”) at an issue price of 99.84% and an aggregate principal amount of $400.0 million of 5.00% Senior Notes due 2021 (the “2021 Notes”) at an issue price of 99.56%.

     As a result, the Company recorded an aggregate $3.3 million of debt discounts for the 2013 Notes, 2015 Notes and 2020 Notes at the time of issuance in February 2010, and an aggregate $2.4 million of debt discounts for the 2016 Notes and 2021 Notes at the time of issuance in December 2010. At June 30, 2011, the unamortized debt discount balance was $2.7 million for the 2013 Notes, 2015 Notes, and 2020 Notes, and $2.3 million for the 2016 Notes and 2021 Notes. The debt discounts are amortized over the lives of the associated Notes using the effective interest method.

     The aggregate net proceeds from the offering in February 2010 were $1,484.8 million after deducting the debt discount as well as an underwriting discount of $11.9 million. Total deferred financing costs associated with the issuance of these senior notes were $14.4 million, including the $11.9 million underwriting discount and $2.5 million of legal and accounting fees. The aggregate net proceeds from the offering in December 2010 were $791.6 million after deducting the debt discount as well as underwriting discounts of $6.0 million. Total deferred financing costs were $7.4 million, including the $6.0 million underwriting discount and $1.4 million of legal and accounting fees.

     At June 30, 2011, the unamortized issuance costs for the Senior Notes were $11.6 million for the February 2010 offering, which are expected to be recognized over a weighted average period of 6.5 years, and $6.7 million for the December 2010 offering, which are expected to be recognized over a weighted average period of 7.3 years. The Company recognized aggregate interest expense, net of hedging transactions, of $18.9 million and $8.5 million for the three months ended June 30, 2011, and $37.8 million and $17.0 million for the six months ended June 30, 2011 for the February 2010 offering and December 2010 offering, respectively, based on the effective interest rates of 3.39%, 4.47%, 3.53%, 6.03%, and 5.06% for the 2013, 2015, 2016, 2020 and 2021 Notes, respectively, with interest payments due semi-annually. The Company recognized total interest expense of $19.0 million and $27.4 million for the three and six months ended June 30, 2010, respectively, for the February 2010 offering.

     The Company, at its option, may redeem the Notes (prior to October 15, 2020 for the 2021 Notes) in whole or in part at any time at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed or the sum of the present values of the remaining scheduled payments of the notes to be redeemed discounted on a semi-annual basis at a treasury rate equal to a comparable United States Treasury Issue at the redemption date plus 25 basis points for the 2016 Notes, 30 basis points for the 2013 Notes, the 2015 Notes, and the 2021 Notes, and 35 basis points for the 2020 Notes, plus accrued and unpaid interest through the date of redemption, if any. Commencing on October 15, 2020, the Company may redeem the 2021 Notes, in whole or in part, at any time, at a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest through the redemption date. Upon the occurrence of a change of control of the Company that results in a downgrade of the notes below an investment grade rating, the indenture requires under certain circumstances that the Company makes an offer to purchase then outstanding Senior Notes equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase.

     The indentures governing the Senior Notes contain certain covenants that, among other things, limit the Company’s ability to create or incur certain liens and engage in sale and leaseback transactions. In addition, the indenture limits the Company’s ability to consolidate, merge, sell, convey, transfer, lease or otherwise dispose of all or substantially all of its property and assets. These covenants are subject to certain exceptions and qualifications.

     During the year ended December 31, 2010, the Company entered into forward interest rate swap agreements for a notional amount totaling $1,500.0 million for a certain part of Senior Notes issuances. These agreements were to hedge the variability in future probable interest payments attributable to changes in the benchmark interest rate from the date the Company entered into the forward interest rate swap agreements to the date the Company issued the Senior Notes. These agreements effectively hedged a series of semi-annual future interest payments to the fixed interest rates for forecasted debt issuances. The Company recorded total proceeds of $4.3 million from the forward interest rate swaps in accumulated other comprehensive income, which will be reclassified to interest expense in the same period during which the hedged transactions affect interest expense.

     The entire net proceeds from the 2013, 2015, and 2020 Notes offering in February 2010 were used to repay the outstanding balance of term loan A and term loan B, together with the net of tax proceeds from the sale of our 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture, and cash on hand. A portion of the net proceeds from the 2016 and 2021 Notes offering in December 2010 was used to retire the Company’s $350.0 million 3 1/4% Convertible Senior Notes (2025 Notes) in June 2011. The remaining proceeds will be used for general corporate purposes, which may include the repayment of existing indebtedness.

The Credit Agreement

     In November 2008, the Company entered into a $2,650.0 million credit agreement (the Credit Agreement) consisting of a revolving credit facility of $250.0 million, a term loan A facility of $1,400.0 million, and a term loan B facility of $1,000.0 million to fund a portion of the cash consideration paid for the AB merger. During February 2010, the Company used the proceeds from the issuance of the Senior Notes, the net of tax proceeds from the sale of its 50% ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture and selected assets and liabilities directly attributable to the joint venture, along with cash on hand to pay off the entire outstanding term loan principal of $1,972.5 million, which consisted of the carrying value of $1,330.0 million of term loan A and $642.5 million of term loan B, plus respective accrued interest due on the date of repayment. The Company recognized a loss of $54.2 million on unamortized deferred financing costs associated with the repayments of term loan A and term loan B during the six months ended June 30, 2010. After the repayment of the term loans, the Credit Agreement was amended and restated for the revolving credit facility. For details on the revolving credit facility, refer to Note 5 of the Consolidated Financial Statements, “Lines of Credit”.

     The Company entered into interest rate swaps with a $1,000.0 million notional amount in January 2009 to convert a portion of variable rate interest payments of term loan A to fixed rate interest payments. As a result of the repayment of term loan A in February 2010, the Company de-designated and terminated the interest rate swaps in accordance with ASC Topic 815, Derivatives and Hedging, as the underlying transaction was no longer probable of occurring. The Company recognized a $12.9 million loss in conjunction with the termination of the interest rate swaps during the six months ended June 30, 2010.

     The contractual interest rates the Company made the interest payments on from the inception of the loan to the date of retirement were from 2.75% to 3.91% on term loan A based on LIBOR plus 2.5%, and from 5.25% to 6.00% on term loan B based on the base rate plus 2.0%. The Company recognized aggregate interest expense, net of hedging transactions, of $11.0 million during the six months ended June 30, 2010 on the term loans.

Convertible Senior Notes

     The Company adopted a bifurcation requirement prescribed by ASC Topic 470-20, Debt with Conversion and Other Options, with the retrospective application for our then outstanding $1,150.0 million of Convertible Senior Notes, which consisted of $350.0 million related to the 2% Convertible Senior Note (2023 Notes), $450.0 million related to the 1 1/2% Convertible Senior Note (2024 Notes) and $350.0 million related to the 3 1/4% Convertible Senior Note (2025 Notes). The Company retroactively recognized the carrying amount of $100.0 million, $129.8 million, and $47.6 million for the equity components of the 2023, 2024 and 2025 Notes, respectively, with deferred tax impacts of $39.1 million, $50.7 million and $18.6 million for the 2023, 2024 and 2025 Notes, respectively, and a liability component classified in long-term debt of $250.0 million, $320.2 million and $302.4 million for the 2023, 2024 and 2025 Notes, respectively. In conjunction with the adoption of the provision, the Company applied the guidance to the Company’s debt issuance costs. As a result, the Company allocated the underlying issuance costs associated with the Convertible Senior Notes to equity in the same ratio as when determining the appropriate debt discount. The Company allocated $6.9 million to equity with a deferred tax impact of $2.7 million, and reduced the amount of the debt issuance costs by $6.9 million.

     The indenture for each set of convertible notes allowed the Note holders to require the Company to purchase all or a portion of the Notes at par plus accrued and unpaid interest, and also allowed the Company to redeem, in whole or in part, the Notes at the Company’s option on or after August 1, 2010, June 15, 2011, and February 15, 2012, for 2023 Notes, 2025 Notes, and 2024 Notes, respectively. The terms of the 2023 Notes, 2024 Notes, and 2025 Notes required the Company to settle the par value of such notes in cash and deliver shares for the excess of the notes’ conversion value based on conversion prices of $34.12, $51.02, and $49.13 per share, respectively, over their par values.

     During May 2011 and July 2010, the Company notified the holders of 2025 Notes and 2023 Notes, respectively, of its intention to redeem all of the outstanding Notes on June 15, 2011 and August 6, 2010 at par value. In response to the Company’s announcement and prior to the redemption dates, holders of a principal value of $347.5 million of 2025 Notes and $347.8 million of 2023 Notes exercised their options to convert the Notes based on the conversion prices of $49.13 and $34.12, respectively, and settled the par value in cash and the excess of the Notes’ conversion value over par in 0.4 million shares (issued in July 2011) and 2.4 million shares, respectively, of the Company’s common stock. The remaining outstanding Notes, approximately $2.5 million and $2.2 million, respectively, were settled in cash or the Company’s common stock. The amortization of the debt discounts and the issuance costs for the Notes was completed commensurate with the redemption dates above, per the respective indenture. The Company did not recognize any gain or loss on the settlement of the 2025 Notes or 2023 Notes.

     At June 30, 2011, the Company held the carrying value of $438.2 million for the 2024 Notes in current liabilities. In the event that the Note holders do not require the Company to purchase their Notes or the Company does not redeem the Notes on February 15, 2012, the remaining balance of the Notes will potentially be reclassified back to long-term debt. At June 30, 2011, the Company carried an unamortized debt discount of $11.8 million for the 2024 Notes, which is expected to be recognized over 0.6 years. At December 31, 2010 the Company carried unamortized debt discounts of $21.6 million and $4.6 million for the 2024 and 2025 Notes, respectively. The Company recognized total interest cost of $11.4 million and $17.7 million for the three months ended June 30, 2011 and 2010, respectively, and $23.1 million and $35.1 million for the six months ended June 30, 2011 and 2010, respectively, based on the effective interest rates of 7.21%, 6.10% and 5.95% for the 2023, 2024 and 2025 Notes, respectively, during the periods these Notes were outstanding. The interest expense consisted of $4.1 million and $6.3 million of contractual interest based on the stated coupon rate and $7.3 million and $11.4 million of amortization of the discount on the liability component for the three months ended June 30, 2011 and 2010, respectively. The interest expense consisted of $8.6 million and $12.6 million of contractual interest based on the stated coupon rate and $14.5 million and $22.5 million of amortization of the discount on the liability component for the six months ended June 30, 2011 and 2010, respectively.

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Fair Value of Financial Instruments (Details 1) (USD $) In Thousands	Jun. 30, 2011
Summary of fair value and valuation approach of financial instruments
Total assets	$ 352,842
Summary of fair value and valuation approach of financial instruments
Total liabilities	282,812
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	340,124
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Bank time deposits [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	24,678
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Foreign Bonds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	2,898
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money market funds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	283,964
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Deferred compensation plan assets [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	28,584
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Assets-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	0
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Liabilities-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	0
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Contingent [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	0
Significant Other Observable Inputs (Level 2) [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	12,718
Significant Other Observable Inputs (Level 2) [Member] | Bank time deposits [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Other Observable Inputs (Level 2) [Member] | Foreign Bonds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Other Observable Inputs (Level 2) [Member] | Money market funds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Other Observable Inputs (Level 2) [Member] | Deferred compensation plan assets [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Other Observable Inputs (Level 2) [Member] | Assets-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	12,718
Significant Other Observable Inputs (Level 2) [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	13,651
Significant Other Observable Inputs (Level 2) [Member] | Liabilities-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	13,651
Significant Other Observable Inputs (Level 2) [Member] | Contingent [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	0
Significant Unobservable Inputs (Level 3) [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Unobservable Inputs (Level 3) [Member] | Bank time deposits [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Unobservable Inputs (Level 3) [Member] | Foreign Bonds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Unobservable Inputs (Level 3) [Member] | Money market funds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Unobservable Inputs (Level 3) [Member] | Deferred compensation plan assets [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Unobservable Inputs (Level 3) [Member] | Assets-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	0
Significant Unobservable Inputs (Level 3) [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	269,161
Significant Unobservable Inputs (Level 3) [Member] | Liabilities-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	0
Significant Unobservable Inputs (Level 3) [Member] | Contingent [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	269,161
Bank time deposits [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	24,678
Foreign Bonds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	2,898
Money market funds [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	283,964
Deferred compensation plan assets [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	28,584
Assets-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total assets	12,718
Liabilities-derivative forward exchange contracts [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	13,651
Contingent [Member]
Summary of fair value and valuation approach of financial instruments
Total liabilities	$ 269,161

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Business Combinations and Divestitures (Details) (USD $) In Millions, unless otherwise specified	1 Months Ended	3 Months Ended			6 Months Ended		12 Months Ended
	Jan. 31, 2010	Jun. 30, 2011	Jun. 30, 2010	Mar. 31, 2010	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2010	Mar. 31, 2011	Jun. 30, 2011 Ion Torrent [Member]	Oct. 31, 2010 Ion Torrent [Member]
Business Combinations and Divestitures (Textuals) [Abstract]
Number of common stock issued as part of upfront payment and settlement of the time-based milestone							3.4
Purchase price paid in Life Technologies common stock							$ 159.3
Cash paid to Ion Torrent security holders							263.2
Company milestone value		300.0			300.0
Percentage of sale of ownership stake in the Applied Biosystems/MDS Analytical Technologies Instruments joint venture	50.00%
Proceeds of sale of equity interest in Applied Biosystems/MDS Analytical Technologies Instruments joint venture						428.1
Gain on sale of ownership stake in the Applied Biosystems/MDS Analytical Technologies						37.3
Carrying value of equity investments included in sale				330.4
Carrying value of accounts receivable included in sales				71.3
Carrying value of net inventory included in sales				55.1
Carrying value of other current assets included in sales				17.6
Carrying value of long term assets included in sales				13.7
Carrying value of accounts payable included in sales				9.8
Carrying value of other current liabilities included in sales				80.8
Carrying value of long term liabilities included in sales				6.7
Cost of continued integration of recent acquisitions and divestitures into operations		18.7	23.4		33.3	48.7
Additional Business Combinations and Divestitures (Textuals) [Abstract]
Business acquisition upfront payment for acquired all outstanding equity shares										375.0
Business acquisition time and technology based milestone payment as financing arrangement										350.0
Business acquisition technological milestone payment potential total consideration								300.0
Contingent consideration							260.8
Business acquisition milestone earned and paid							$ 50.0
Percentage assessed probability of Occurrence									100.00%

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Lines of Credit

3 Months Ended

Jun. 30, 2011

Lines of Credit [Abstract]

Lines of Credit

5. Lines of Credit

     Under the Credit Agreement, the Company entered into a revolving credit facility of $250.0 million (the Revolving Credit Facility) with Bank of America, N.A. in November 2008. In May 2010, the Company amended and restated the Credit Agreement, expanding the Revolving Credit Facility to $500.0 million for the purpose of general working capital, capital expenditures, and/or other capital needs. Fees associated with the Revolving Credit Facility include a commitment fee for unused funds ranging from 25.0 to 50.0 basis points; letter of credit fees ranging from 150.0 to 250.0 basis points; and interest on borrowings accrued at the Company’s election based on base rate borrowing or Eurocurrency rate borrowing. The base rate borrowing rate is a margin of 50.0 to 150.0 basis points plus the higher of a) the Federal Funds Rate plus 50.0 basis points, b) Bank of America’s prime rate, or c) the Eurocurrency rate plus 100.0 basis points. The Eurocurrency borrowing rate is a margin of 150.0 to 250.0 basis points plus the Eurocurrency borrowing rate.

     Margins and fees are based on a rate table specified in the agreement and determined by the Company’s consolidated leverage ratio for the period. As of June 30, 2011, the Company has issued $12.7 million of letters of credit under the Revolving Credit Facility and accordingly, the remaining available credit is $487.3 million. The applicable borrowing rate would have been 2.50% and 1.80% at June 30, 2011 and December 31, 2010, respectively.

     As of June 30, 2011 foreign subsidiaries in Japan, Mexico, India, and China had available bank lines of credit denominated in local currency to meet short-term working capital requirements. Each credit facility would bear interest at a fixed rate or a variable rate indexed to a local interbank offering rate or equivalent, should there be withdrawals. Under these lines of credit, the United States dollar equivalent of these facilities totaled $13.3 million at June 30, 2011, none of which was outstanding at June 30, 2011.

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Fair Value of Financial Instruments (Details 3) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Derivatives instruments designated and qualified as cash flow hedges
Asset Derivatives, designated	$ 0	$ 0
Liability Derivatives, designated	6,648	41,558
Derivatives instruments not designated as cash flow hedges
Asset Derivatives, not designated	12,718	15,189
Liability Derivatives, not designated	7,003	4,732
Asset Derivatives, total	12,718	15,189
Liability Derivatives, total	13,651	46,290
Other current assets [Member] | Forward exchange contracts [Member]
Derivatives instruments designated and qualified as cash flow hedges
Asset Derivatives, designated	0	0
Derivatives instruments not designated as cash flow hedges
Asset Derivatives, not designated	12,718	15,189
Other current liabilities [Member] | Forward exchange contracts [Member]
Derivatives instruments designated and qualified as cash flow hedges
Liability Derivatives, designated	6,648	41,558
Derivatives instruments not designated as cash flow hedges
Liability Derivatives, not designated	$ 7,003	$ 4,732

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Composition of Certain Financial Statement Items (Details 1) (USD $) In Thousands, unless otherwise specified	3 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Property and equipment
Land	$ 140,521	$ 139,638
Building and improvements	463,022	449,962
Machinery and equipment	447,204	413,004
Internal use software	218,247	207,904
Construction in process	70,104	59,236
Total property and equipment	1,339,098	1,269,744
Accumulated depreciation and amortization	(498,917)	(421,760)
Total property and equipment (net)	840,181	847,984
Amortized intangible assets:
Gross carrying Amount	3,309,250	3,293,172
Accumulated Amortization	(1,501,132)	(1,335,348)
Building and improvements [Member]
Property and equipment
Estimated useful life (years), minimum	1
Estimated useful life (years), maximum	50
Machinery and equipment [Member]
Property and equipment
Estimated useful life (years), minimum	1
Estimated useful life (years), maximum	10
Internal use software [Member]
Property and equipment
Estimated useful life (years), minimum	1
Estimated useful life (years), maximum	10
Purchased technology [Member]
Amortized intangible assets:
Weighted average Life	7	7
Gross carrying Amount	1,233,201	1,227,942
Accumulated Amortization	(856,184)	(797,694)
Purchased tradenames and trademarks [Member]
Amortized intangible assets:
Weighted average Life	9	9
Gross carrying Amount	327,282	323,863
Accumulated Amortization	(137,932)	(120,573)
Purchased tradenames and trademarks [Member]
Intangible assets not subject to amortization:
Gross carrying Amount of intangible assets not subject to amortization	7,451	7,451
Purchased customer base [Member]
Amortized intangible assets:
Weighted average Life	11	12
Gross carrying Amount	1,446,627	1,441,781
Accumulated Amortization	(368,872)	(305,865)
Other intellectual property [Member]
Amortized intangible assets:
Weighted average Life	6	6
Gross carrying Amount	302,140	299,586
Accumulated Amortization	(138,144)	(111,216)
In-process research and development [Member]
Intangible assets not subject to amortization:
Gross carrying Amount of intangible assets not subject to amortization	$ 74,900	$ 74,900

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Long-Term Debt (Details) (Textual) (USD $) Share data in Millions, unless otherwise specified	1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Nov. 30, 2008	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2010	Dec. 31, 2009	Jan. 31, 2013	Jan. 31, 2012	Jun. 15, 2011	Aug. 06, 2010	Feb. 28, 2010	Jan. 31, 2009
Long-Term Debt (Textuals) [Abstract]
Redemption price of senior notes				The Company, at its option, may redeem the Notes (prior to October 15, 2020 for the 2021 Notes) in whole or in part at any time at a redemption price equal to the greater of 100% of the principal amount of the notes to be redeemed and the sum of the present values of the remaining scheduled payments of the notes to be redeemed discounted on a semi-annual basis at a treasury rate equal to a comparable United States Treasury Issue at the redemption date plus 25 basis points for the 2016 Notes, 30 basis points for the 2013 Notes, the 2015 Notes, and the 2021 Notes, and 35 basis points for the 2020 Notes, plus accrued and unpaid interest through the date of redemption, if any. Commencing on October 15, 2020, the Company may redeem the 2021 Notes, in whole or in part, at any time, at a redemption price equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest through the redemption date. Upon the occurrence of a change of control of the Company that results in a downgrade of the notes below an investment grade rating, the indenture requires under certain circumstances that the Company makes an offer to purchase then outstanding Senior Notes equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase.
Offer to purchase outstanding notes				Equal to 101% of the principal amount plus any accrued and unpaid interest to the date of repurchase upon the occurrence of a change of control.
Notional amount of interest rate swap agreements						$ 1,500,000,000		$ 700,000,000	$ 300,000,000				$ 1,000,000,000
Loss recognized in conjunction with termination of interest rate swaps					12,900,000
Sale of ownership stake in Applied Biosystems/MDS Analytical Technologies Instruments joint venture						50.00%
Maximum borrowing capacity under Credit agreement	2,650,000,000
Revolving credit facility							250,000,000					250,000,000
Proceeds from forward interest rate swap agreements in AOCI						4,300,000
Issuance costs of convertible senior notes allocated to equity							6,900,000
Deferred tax impact arising from allocation of underlying issuance costs of senior notes to equity							2,700,000
Weighted average period over which Unamortized debt discounts of Convertible Senior Notes get recognized		0.6		0.6
Contractual interest based on stated coupon rate		4,100,000	6,300,000	8,600,000	12,600,000
Total interest cost for convertible senior notes		11,400,000	17,700,000	23,100,000	35,100,000
Aggregate interest expense on term loan, net of hedging transactions					11,000,000
Additional Long-Term Debt (Textuals) [Abstract]
Total interest expense for senior notes		18,900,000		37,800,000
Repayment of outstanding term loan					1,972,500,000
Loss on unamortized deferred financing costs					54,185,000
Conversion price										49.13	34.12
Redemption all of the outstanding 3.25% convertible senior notes						347,800,000
Reduction in amount of the debt issuance costs							6,900,000
Weighted average period for unamortized issuance costs for recognition				6 years 5 months
Amortization of discount on liability component		7,300,000	11,400,000	17,919,000	22,491,000
3.375% Senior Notes (principal due 2013) [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes												250,000,000
Issued price of senior notes												99.95%
Effective interest rates of senior notes		3.39%		3.39%
Discount rate on semi annual basis		Treasury rate at redemption date plus 30 basis points		Treasury rate at redemption date plus 30 basis points
Interest on senior notes		3.375%		3.375%
4.400% Senior Notes (principal due 2015) [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes												500,000,000
Issued price of senior notes												99.67%
Effective interest rates of senior notes		4.47%		4.47%
Discount rate on semi annual basis		Treasury rate at redemption date plus 30 basis points		Treasury rate at redemption date plus 30 basis points
Interest on senior notes		4.40%		4.40%
6.000% Senior Notes (principal due 2020) [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes												750,000,000
Issued price of senior notes												99.80%
Effective interest rates of senior notes		6.03%		6.03%
Discount rate on semi annual basis		Treasury rate at redemption date plus 35 basis points		Treasury rate at redemption date plus 35 basis points
Interest on senior notes		6.00%		6.00%
3.500% Senior Notes (principal due 2016) [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes						400,000,000
Issued price of senior notes						99.84%
Effective interest rates of senior notes		3.53%		3.53%
Discount rate on semi annual basis		Treasury rate at redemption date plus 25 basis points		Treasury rate at redemption date plus 25 basis points
Interest on senior notes		3.50%		3.50%
5.000% Senior Notes (principal due 2021) [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes						400,000,000
Issued price of senior notes						99.56%
Effective interest rates of senior notes		5.06%		5.06%
Discount rate on semi annual basis		Treasury rate at redemption date plus 30 basis points		Treasury rate at redemption date plus 30 basis points
Interest on senior notes		5.00%		5.00%
Senior Unsecured Notes Offered In February 2010 [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Legal and accounting fees related to senior notes		2,500,000		2,500,000
Aggregate principal amount of senior notes												1,500,000,000
Unamortized debt discount of senior notes		2,700,000		2,700,000								3,300,000
Aggregate net proceeds from senior notes						1,484,800,000
Aggregate underwriting discount on senior notes					11,900,000
Total deferred financing costs associated with issuance of senior notes		14,400,000		14,400,000
Total interest expense for senior notes			19,000,000		27,400,000
Unamortized issuance costs of senior notes		11,600,000		11,600,000
Senior Unsecured Notes Offered In December 2010 [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Legal and accounting fees related to senior notes						1,400,000
Aggregate principal amount of senior notes						800,000,000
Unamortized debt discount of senior notes		2,300,000		2,300,000		2,400,000
Aggregate net proceeds from senior notes						791,600,000
Aggregate underwriting discount on senior notes						6,000,000
Total deferred financing costs associated with issuance of senior notes						7,400,000
Total interest expense for senior notes		8,500,000		17,000,000
Unamortized issuance costs of senior notes						6,700,000
Weighted average period for unamortized issuance costs for recognition				7 years 3 months
1 1/2% Convertible Senior Notes due 2024 [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes							450,000,000
Unamortized debt discount of senior notes		11,800,000		11,800,000		21,600,000
Effective interest rates of senior notes		6.10%	6.10%	6.10%	6.10%
Senior Convertible Notes		438,178,000		438,178,000		428,356,000
Equity components of convertible senior notes							129,800,000
Deferred tax impact on convertible senior notes							50,700,000
Conversion price							51.02
Liability component classified in long term debt							320,200,000
Interest on senior notes		1.50%		1.50%
Amortization of discount on liability component				14,500,000	22,500,000
3 1/4% Convertible Senior Notes due 2025 [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes		2,500,000		2,500,000			350,000,000
Unamortized debt discount of senior notes						4,600,000
Effective interest rates of senior notes		5.95%	5.95%	5.95%	5.95%
Senior Convertible Notes						345,360,000
Equity components of convertible senior notes							47,600,000
Deferred tax impact on convertible senior notes							18,600,000
Conversion price							49.13
Liability component classified in long term debt							302,400,000
Redemption all of the outstanding 3.25% convertible senior notes				347,500,000
Interest on senior notes		3.25%		3.25%
Principal Amount of Senior Convertible Notes				350,000,000
Common stock shares issued				0.4
2% Convertible Senior Notes due 2023 [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes						2,200,000	350,000,000
Effective interest rates of senior notes		7.21%	7.21%	7.21%	7.21%
Equity components of convertible senior notes							100,000,000
Deferred tax impact on convertible senior notes							39,100,000
Conversion price							34.12
Liability component classified in long term debt							250,000,000
Common stock shares issued						2.4
Fixed unsecured and unsubordinated Senior Notes [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes		2,300,000,000		2,300,000,000
Convertible Senior Notes Payable [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes							1,150,000,000
Term Loan One [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes												1,400,000,000
Repayment of outstanding term loan					1,330,000,000
Minimum Interest rates on term loan					0.0275
Maximum Interest rates on term loan					0.0391
Basis of Interest rate					LIBOR plus 2.5%
Term Loan Two [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Aggregate principal amount of senior notes												1,000,000,000
Repayment of outstanding term loan					642,500,000
Minimum Interest rates on term loan					0.0525
Maximum Interest rates on term loan					0.0600
Basis of Interest rate					Base rate plus 2.0%
Term Loan A and B [Member]
Additional Long-Term Debt (Textuals) [Abstract]
Loss on unamortized deferred financing costs					$ 54,200,000

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Fair Value of Financial Instruments (Details 2) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011
Activities of financial instruments liabilities with significant Level 3 inputs
Beginning balance at January 1, 2011	$ 263,311
Transfers into Level 3 from business combinations	3,107
Total unrealized losses included in earnings	2,743
Ending balance at June 30, 2011	269,161
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date	0
Contingent [Member]
Activities of financial instruments liabilities with significant Level 3 inputs
Beginning balance at January 1, 2011	263,311
Transfers into Level 3 from business combinations	3,107
Total unrealized losses included in earnings	2,743
Ending balance at June 30, 2011	269,161
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date	$ 0

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Composition of Certain Financial Statement Items (Details Textual) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Composition Of Certain Financial Statement Items (Textuals) [Abstract]
Increase in goodwill on the Consolidated Balance Sheet			$ 36,300,000
Immaterial business combinations			700,000
Foreign currency translation adjustments			35,600,000
Purchased intangibles amortization	76,476,000	70,051,000	152,627,000	140,137,000
Estimated aggregate amortization expense for fiscal year 2011			149,500,000
Estimated aggregate amortization expense for fiscal year 2012			288,800,000
Estimated aggregate amortization expense for fiscal year 2013			276,300,000
Estimated aggregate amortization expense for fiscal year 2014			236,300,000
Estimated aggregate amortization expense for fiscal year 2015			214,300,000
In-process research and development	$ 74,900,000		$ 74,900,000

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Basis of Presentation (Tables)

3 Months Ended

Jun. 30, 2011

Basis of Presentation (Tables) [Abstract]

Computations for basic and diluted earnings per share

	Net Income
	Attributable to
	Life
	Technologies		Shares		Earnings
(in thousands, except per share data) (unaudited)	(Numerator)		(Denominator)		Per Share
Three Months Ended June 30, 2011
Basic earnings per share:
Net income attributable to Life Technologies	$	95,466		179,031	$	0.53
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,770
Employee Stock Purchase Plan		—		14
1 1/2% Convertible Senior Notes due 2024		33		413
3 1/4% Convertible Senior Notes due 2025		—		533
Net income attributable to Life Technologies plus assumed conversions	$	95,499		184,761	$	0.52
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,001
Three Months Ended June 30, 2010
Basic earnings per share:
Net income attributable to Life Technologies	$	110,568		182,484	$	0.61
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,703
Employee Stock Purchase Plan		—		109
2% Convertible Senior Notes due 2023		18		3,434
1 1/2% Convertible Senior Notes due 2024		32		81
3 1/4% Convertible Senior Notes due 2025		—		273
Net income attributable to Life Technologies plus assumed conversions	$	110,618		191,084	$	0.58
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,929

	Net Income
	attributable to
	Life
	Technologies		Shares		Earnings
(in thousands, except per share data) (unaudited)	(Numerator)		(Denominator)		Per Share
Six Months Ended June 30, 2011
Basic earnings per share:
Net income attributable to Life Technologies	$	189,153		179,698	$	1.05
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,814
Employee Stock Purchase Plan		—		19
1 1/2% Convertible Senior Notes due 2024		66		433
3 1/4% Convertible Senior Notes due 2025		—		549
Net income attributable to Life Technologies plus assumed conversions	$	189,219		185,513	$	1.02
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				2,010
Six Months Ended June 30, 2010
Basic earnings per share:
Net income attributable to Life Technologies	$	202,074		181,675	$	1.11
Diluted earnings per share:
Dilutive stock options and restricted stock units		—		4,763
Dilutive performance awards		—		133
Employee Stock Purchase Plan		—		134
2% Convertible Senior Notes due 2023		38		3,421
1 1/2% Convertible Senior Notes due 2024		63		75
3 1/4% Convertible Senior Notes due 2025		—		258
Net income attributable to Life Technologies plus assumed conversions	$	202,175		190,459	$	1.06
Potentially dilutive securities not included above since they are antidilutive:
Antidilutive stock options				3,409

Employee stock options and purchase rights

	Six months ended
	June 30,
(unaudited)	2011			2010
Stock Options
Weighted average risk free interest rate		2.06	%		1.99	%
Expected term of share-based awards	4.3 yrs			4.4 yrs
Expected stock price volatility		31	%		31	%
Expected dividend yield		0	%		0	%
Weighted average fair value of share-based awards granted	$	15.93		$	14.77
Purchase Rights
Weighted average risk free interest rate		0.47	%		0.67	%
Expected term of share-based awards	1.0 yrs			0.9 yrs
Expected stock price volatility		28	%		42	%
Expected dividend yield		0	%		0	%
Weighted average fair value of share-based awards granted	$	9.99		$	9.17

Share-based compensation expense for employee stock options and purchase rights

	Three months ended				Six months ended
	June 30,				June 30,
(in thousands, except per share amounts) (unaudited)	2011		2010		2011		2010
Cost of revenues	$	886	$	1,230	$	2,033	$	2,535
Selling, general and administrative		6,682		7,798		13,900		15,379
Research and development		1,104		1,510		2,311		3,132
Share-based compensation expense before taxes		8,672		10,538		18,244		21,046
Related income tax benefits		3,170		3,238		6,419		6,078
Share-based compensation expense, net of taxes	$	5,502	$	7,300	$	11,825	$	14,968
Net share-based compensation expense per common share:
Basic	$	0.03	$	0.04	$	0.07	$	0.08
Diluted	$	0.03	$	0.04	$	0.06	$	0.08

Total share based compensation expense for restricted stock units

	Three months ended				Six months ended
	June 30,				June 30,
(in thousands, except per share amounts) (unaudited)	2011		2010		2011		2010
Cost of revenues	$	1,214	$	991	$	1,996	$	1,621
Selling, general and administrative		12,683		8,355		20,523		14,910
Research and development		1,116		1,550		2,152		2,455
Share-based compensation expense before taxes		15,013		10,896		24,671		18,986
Related income tax benefits		5,526		3,895		9,036		7,022
Share-based compensation expense, net of taxes	$	9,487	$	7,001	$	15,635	$	11,964
Net share-based compensation expense per common share:
Basic	$	0.05	$	0.04	$	0.09	$	0.07
Diluted	$	0.05	$	0.04	$	0.08	$	0.06

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Commitments and Contingencies

3 Months Ended

Jun. 30, 2011

Commitments and Contingencies [Abstract]

Commitments and Contingencies

6. Commitments and Contingencies

Letters of Credit

     The Company had outstanding letters of credit totaling $37.2 million at June 30, 2011, of which $17.7 million was to support performance bond agreements, $9.5 million was to support liabilities associated with the Company’s self-insured worker’s compensation programs, $5.2 million was to support its building lease requirements, and $4.8 million was to support duty on imported products.

Executive Employment Agreements

     The Company has employment contracts with key executives that provide for the continuation of salary if terminated for reasons other than cause, as defined in those agreements. At June 30, 2011, future employment contract commitments for such key executives were approximately $33.7 million. In certain circumstances, the employment agreements call for the acceleration of equity vesting. The non-cash financial impact of the acceleration of equity vesting is not reflected in the above information.

Acquisition-Related Contingent Obligations

     The Company may have future payment obligations due to the contingent consideration arrangements agreed to between the Company and the respective sellers in conjunction with business combinations entered into. Such payments are based on certain technological milestones, patent milestones or the achievement of targeted sales milestones. According to the ASC Topic 805, Business Combinations, the Company records these obligations at fair value at the time of acquisition with subsequent fair value adjustments to the contingent consideration reflected in the line items of the Consolidated Statement of Operations commensurate with the nature of the contingent consideration. At June 30, 2011, the total amount accrued for contingent consideration liabilities was $269.2 million, of which $266.5 million was included in current liabilities. At December 31, 2010, the total amount accrued for contingent consideration liabilities was $263.3 million, none of which was included in current liabilities. During the six months ended June 30, 2011, fair value adjustments to contingent consideration liabilities of $1.9 million was recorded in cost of revenues, offset by a time value accretion of $4.6 million recorded in interest expense on previously recognized contingent considerations. The Company could be required to make additional contingent payments based on currently existing purchase agreements through 2013. For more information on business combination accounting, refer to Note 3 of the Consolidated Financial Statements, “Business Combinations and Divestitures”.

     For the acquisitions the Company accounted for as asset purchases, contingent consideration liabilities are recorded and become an additional element of cost of the acquired assets when the contingency is resolved.

Environmental Liabilities

     As a result of previous mergers and acquisitions, the Company assumed certain environmental exposure liabilities. At June 30, 2011, aggregate undiscounted environmental reserves were $9.4 million, including current reserves of $4.8 million. Based upon currently available information, the Company believes that it has adequately provided for these environmental exposures and that the outcome of these matters will not have a material adverse effect on its Consolidated Statement of Operations.

Litigation

     We are subject to potential liabilities under government regulations and various claims and legal actions that are pending or may be asserted. These matters arise in the ordinary course and conduct of our business, and, at times, as a result of our acquisitions and dispositions. They include, for example, commercial, intellectual property, environmental, securities, and employment matters. Some are expected to be covered, at least partly, by insurance. We intend to continue to defend ourselves vigorously in such matters. We regularly assess contingencies to determine the degree of probability and range of possible loss for potential accrual in our financial statements. An estimated loss contingency is accrued in our financial statements if it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on our assessment, we currently have accrued an immaterial amount in our financial statements for contingent liabilities associated with these legal actions and claims. Litigation is inherently unpredictable, and unfavorable resolutions could occur. As a result, assessing contingencies is highly subjective and requires judgment about future events. The amount of ultimate loss may exceed our current accruals, and it is possible that our cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of one or more of these contingencies.

Indemnifications

     In the normal course of business, we enter into some agreements under which we indemnify third-parties for intellectual property infringement claims or claims arising from breaches of representations or warranties. In addition, from time to time, we provide indemnity protection to third-parties for claims relating to past performance arising from undisclosed liabilities, product liabilities, environmental obligations, representations and warranties, and other claims. In these agreements, the scope and amount of remedy, or the period in which claims can be made, may be limited. It is not possible to determine the maximum potential amount of future payments, if any, due under these indemnities due to the conditional nature of the obligations and the unique facts and circumstances involved in each agreement. Historically, payments made related to these indemnifications have not been material to our consolidated financial position.

Guarantees

     The Company is a guarantor of a pension plan benefit that was assumed in conjunction with the AB merger, that is accounted for under the ASC Topic 460, Guarantees. As part of the divestiture of the Analytical Instruments business in 1999 by AB, the purchaser of the Analytical Instruments business has agreed to pay for the pension benefits for employees of a former German subsidiary. However, the Company was required to guarantee payment of these pension benefits should the purchaser fail to do so, because these payment obligations were not transferable to the buyer under German law. The guaranteed payment obligation is not expected to have a material adverse effect on the Consolidated Financial Statements.

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Pension Plans and Postretirement Health and Benefit Program (Tables)

3 Months Ended

Jun. 30, 2011

Pension Plans and Postretirement Health and Benefit Program (Tables) [Abstract]

The components of net periodic pension cost or (benefit) for the Company's pension plans and postretirement benefits plans

	Domestic Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	261		$	538		$	522		$	538
Interest cost		9,958			11,863			19,916			20,725
Expected return on plan assets		(10,798	)		(12,430	)		(21,596	)		(20,988	)
Amortization of prior service cost		15			15			30			29
Amortization of actuarial loss		437			212			874			689
Settlement gain*		—			—			—			(5,473	)
Net periodic pension cost (benefit)	$	(127	)	$	198		$	(254	)	$	(4,480	)

	Postretirement Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	16		$	7		$	32		$	52
Interest cost		451			613			902			942
Expected return on plan assets		(119	)		(120	)		(238	)		(217	)
Amortization of prior service cost		(474	)		(468	)		(948	)		(409	)
Amortization of actuarial loss		183			157			366			353
Total periodic pension cost	$	57		$	189		$	114		$	721

	Foreign Plans
	Three months ended						Six months ended
	June 30,						June 30,
(in thousands) (unaudited)	2011			2010			2011			2010
Service cost	$	897		$	917		$	1,758		$	1,903
Interest cost		1,408			1,339			2,750			2,758
Expected return on plan assets		(1,208	)		(1,035	)		(2,361	)		(2,129	)
Amortization of actuarial loss		49			53			95			110
Settlement (gain) loss		(46	)		17			(89	)		35
Net periodic pension cost	$	1,100		$	1,291		$	2,153		$	2,677

* A settlement gain related to the lump sum benefit that the Company paid out during the six months ended June 30, 2010 in conjunction with the restructuring efforts that occurred upon the merger with AB as permitted by the plan provision upon termination.

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Fair Value of Financial Instruments (Details) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
Short-term
Short-term investments	$ 27,576	$ 23,079
Long-term
Total long-term investments	26,650	22,448
Total investments	54,226	45,527
Bank time deposits [Member]
Short-term
Short-term investments	24,678	20,425
Foreign Bonds [Member]
Short-term
Short-term investments	2,898	2,654
Equity securities [Member]
Long-term
Total long-term investments	$ 26,650	$ 22,448

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Composition of Certain Financial Statement Items (Details 2) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2010
Accrued expenses and other current liabilities
Accrued hedge liabilities	$ 13,651		$ 13,651		$ 46,290
Accrued royalties	71,436		71,436		64,552
Accrued warranty	6,818		6,818		7,177
Accrued other	151,967		151,967		139,968
Total accrued expenses	243,872		243,872		257,987
Reconciliation of Equity
Balance at December 31, 2010			4,438,029
Business combinations			(28)
Amortization of stock based compensation			43,063
Common stock issuance under employee stock plans			86,459
Tax benefit on employee stock plans			9,040
Common stock issuance for convertible debt			9,374
Issuance of restricted shares, net of repurchased for minimum tax liability			(842)
Issuance of deferred stock			5,754
Purchase of treasury stock			(287,249)	(16,789)
Realized gain (loss) on hedging transactions, reclassed into earnings, net of related tax effects	19,762	(4,978)	33,831	(2,497)
Unrealized loss on hedging transactions, net of related tax effects	(3,404)	9,019	(13,852)	22,993
Pension liability, net of deferred taxes			2,484	(2,523)
Foreign currency translation adjustment, net of related tax effects	20,753	20,624	37,544	15,396
Net income (loss)	95,213	110,541	188,792	202,047
Balance at June 30, 2011	4,553,270		4,553,270
Effects of changes in the Company's ownership interest in its subsidiaries
Net income attributable to Life Technologies	95,466	110,568	189,153	202,074
Decrease in Life Technologies' paid-in capital for purchases of subsidiaries' shares				(129)
Change from net income attributable to Life Technologies and transfers to noncontrolling interests			189,153	201,945
Comprehensive Income:
Net income, as reported	95,213	110,541	188,792	202,047
Realized gain (loss) on hedging transactions, reclassed into earnings, net of related tax effects	19,762	(4,978)	33,831	(2,497)
Unrealized gain (loss) on hedging transactions	(3,404)	9,019	(13,852)	22,993
Pension liability adjustment			2,484	(2,523)
Foreign currency translation adjustment	20,753	20,624	37,544	15,396
Total comprehensive income	132,324	135,206	248,799	235,416
Comprehensive loss attributable to noncontrolling interest	163	27	3	27
Total comprehensive income attributable to the Company	132,487	135,233	248,802	235,443
Common Stock [Member]
Reconciliation of Equity
Balance at December 31, 2010			2,072
Common stock issuance under employee stock plans			27
Issuance of restricted shares, net of repurchased for minimum tax liability			1
Issuance of deferred stock			1
Balance at June 30, 2011	2,101		2,101
Additional Paid-in-Capital [Member]
Reconciliation of Equity
Balance at December 31, 2010			5,222,859
Business combinations			(28)
Amortization of stock based compensation			43,063
Common stock issuance under employee stock plans			86,460
Tax benefit on employee stock plans			9,040
Common stock issuance for convertible debt			9,374
Issuance of deferred stock			5,753
Balance at June 30, 2011	5,376,521		5,376,521
Accumulated Other Comprehensive Income [Member]
Reconciliation of Equity
Balance at December 31, 2010			96,612
Realized gain (loss) on hedging transactions, reclassed into earnings, net of related tax effects			33,831
Unrealized loss on hedging transactions, net of related tax effects			(13,852)
Pension liability, net of deferred taxes			2,484
Foreign currency translation adjustment, net of related tax effects			37,186
Balance at June 30, 2011	156,261		156,261
Comprehensive Income:
Realized gain (loss) on hedging transactions, reclassed into earnings, net of related tax effects			33,831
Unrealized gain (loss) on hedging transactions			(13,852)
Pension liability adjustment			2,484
Foreign currency translation adjustment			37,186
Retained Earnings [Member]
Reconciliation of Equity
Balance at December 31, 2010			532,499
Net income (loss)			189,153
Balance at June 30, 2011	721,652		721,652
Comprehensive Income:
Net income, as reported			189,153
Treasury Stock [Member]
Reconciliation of Equity
Balance at December 31, 2010			(1,419,966)
Common stock issuance under employee stock plans			(28)
Issuance of restricted shares, net of repurchased for minimum tax liability			(843)
Purchase of treasury stock			(286,378)
Balance at June 30, 2011	(1,707,215)		(1,707,215)
Noncontrolling Interests [Member]
Reconciliation of Equity
Balance at December 31, 2010			3,953
Foreign currency translation adjustment, net of related tax effects			358
Net income (loss)			(361)
Balance at June 30, 2011	3,950		3,950
Comprehensive Income:
Net income, as reported			(361)
Foreign currency translation adjustment			$ 358

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Consolidated Statements of Cash Flows (Unaudited) (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 188,792	$ 202,047
Adjustments to reconcile net income to net cash provided by operating activities, net of effects of businesses acquired and divested:
Depreciation	60,366	61,005
Amortization of intangible assets	155,069	143,419
Amortization of deferred debt issuance costs	3,546	59,615
Amortization of inventory fair market value adjustments	527	522
Amortization of deferred revenue fair market value adjustment	1,731	4,321
Share-based compensation expense	43,063	40,032
Incremental tax benefits from stock options exercised	(9,040)	(15,582)
Deferred income taxes	(43,000)	(100,195)
Purchase of in-process research and development		1,650
Loss on disposal of assets	365	834
Gain on sale of equity investment		(37,260)
Debt discount amortization and other non-cash interest expense	17,919	22,491
Other non-cash adjustments	3,369	17,007
Changes in operating assets and liabilities:
Trade accounts receivable	(55,616)	(58,464)
Inventories	(39,643)	(32,964)
Prepaid expenses and other current assets	(10,305)	1,083
Other assets	22,012	(5,059)
Accounts payable	30,813	(59,700)
Accrued expenses and other liabilities	(31,629)	(26,866)
Income taxes	22,157	55,660
Cash impact of hedging activities	(40,957)	25,743
Net cash provided by operating activities	319,539	299,339
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of investments	(9,021)	(18,609)
Net cash paid for business combinations	(28)	(120,616)
Net cash paid for asset purchases	(457)	(3,500)
Purchases of property and equipment	(33,799)	(55,513)
Net cash received (paid) for divestiture of equity investment	(40,595)	410,352
Net cash provided by (used in) investing activities	(83,900)	212,114
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from long-term obligations		1,496,693
Principal payments on long-term obligations	(350,000)	(1,972,512)
Issuance cost payments on long-term obligations	(940)	(16,627)
Incremental tax benefits from stock options exercised	9,040	15,582
Proceeds from sale of common stock	86,482	73,146
Capital lease payments	(1,054)	(1,052)
Purchase of treasury stock	(287,249)	(16,789)
Net cash used in financing activities	(543,721)	(421,559)
Effect of exchange rate changes on cash	14,641	(15,202)
Net increase (decrease) in cash and cash equivalents	(293,441)	74,692
Cash and cash equivalents, beginning of period	813,569	596,587
Cash and cash equivalents, end of period	$ 520,128	$ 671,279

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Fair Value of Financial Instruments (Tables)

3 Months Ended

Jun. 30, 2011

Fair Value of Financial Instruments (Tables) [Abstract]

Investments consisted of the following

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Short-term
Bank time deposits	$	24,678	$	20,425
Foreign bonds		2,898		2,654
Total short-term investments		27,576		23,079
Long-term
Equity securities		26,650		22,448
Total long-term investments		26,650		22,448
Total investments	$	54,226	$	45,527

Summary of fair value and valuation approach of financial instruments

			Fair Value Measurements at Reporting Date Using
			Quoted Prices in
	Balance at		Active Markets		Significant Other		Significant
(in thousands)(unaudited)	June 30,		for Identical Assets		Observable Inputs		Unobservable Inputs
Description	2011		(Level 1)		(Level 2)		(Level 3)
Bank time deposits	$	24,678	$	24,678	$	—	$	—
Foreign bonds		2,898		2,898		—		—
Money market funds		283,964		283,964		—		—
Deferred compensation plan assets-mutual funds		28,584		28,584		—		—
Assets-derivative forward exchange contracts		12,718		—		12,718		—
Total assets	$	352,842	$	340,124	$	12,718	$	—
Liabilities-derivative forward exchange contracts		13,651		—		13,651		—
Contingent considerations		269,161		—		—		269,161
Total liabilities	$	282,812	$	—	$	13,651	$	269,161

Activities of financial instruments liabilities with significant Level 3 inputs

	Fair Value Measurements Using
	Significant
	Unobservable Inputs (Level 3)
	Contingent
(in thousands) (unaudited)	Considerations		Total
Beginning balance at January 1, 2011	$	263,311	$	263,311
Transfers into Level 3 from business combinations		3,107		3,107
Total unrealized losses included in earnings		2,743		2,743
Ending balance at June 30, 2011	$	269,161	$	269,161
Total amount of unrealized losses for the period included in other comprehensive loss attributable to the change in fair market value of related liabilities still held at the reporting date	$	—	$	—

Fair values of derivative instruments

	Asset Derivatives					Liability Derivatives
		Fair Value					Fair Value
	Balance Sheet	June 30,		December 31,		Balance Sheet	June 30,		December 31,
	Location	2011		2010		Location	2011		2010
(in thousands)		(unaudited)					(unaudited)
Derivatives instruments designated and qualified as cash flow hedges
Forward exchange contracts	Other current assets	$	—	$	—	Other current liabilities	$	6,648	$	41,558
Total		$	—	$	—		$	6,648	$	41,558
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other current assets	$	12,718	$	15,189	Other current liabilities	$	7,003	$	4,732
Total		$	12,718	$	15,189		$	7,003	$	4,732
Total derivatives		$	12,718	$	15,189		$	13,651	$	46,290

Effect of derivative instruments on the Consolidated Statements of Operations

Three months ended June 30,

Three months ended June 30,

2011

2010

Amount of

Amount of

Location of

Gain/(Loss)

Location of

Gain/(Loss)

Amount of

Gain/(Loss)

Reclassified

Amount of

Gain/(Loss)

Reclassified

(Gain)/Loss

Reclassified from

from

(Gain)/Loss

Reclassified from

from

Recognized in

AOCI into

AOCI

Recognized in

AOCI into

AOCI

OCI

Income

into Income

OCI

Income

into Income

(in thousands)(unaudited)

Effective Portion

Effective Portion

Derivatives instruments designated and qualified as cash flow hedges

Foreign exchange contracts

$

5,435

Revenue

$

(31,713

)

$

(13,804

)

Revenue

$

8,039

Interest rate swap contracts

—

Interest expense

146

—

Interest expense

—

Total derivatives

$

5,435

$

(31,567

)

$

(13,804

)

$

8,039

	Three months ended June 30,			Three months ended June 30,
	2011			2010
		Amount of			Amount of
	Location of	(Gain)/Loss		Location of	(Gain)/Loss
	(Gain)/Loss	recognized in		(Gain)/Loss	recognized in
	Recognized in Income	Income		Recognized in Income	Income
(in thousands)(unaudited)	Ineffective Portion			Ineffective Portion
Derivatives instruments designated and qualified as cash flow hedges
Foreign exchange contracts	Other (income)expense	$	*	Other (income) expense	$	*
Interest rate swap contracts	Other (income)expense		—	Other (income) expense		—
Total derivatives		$	*		$	*

	Three months ended June 30,			Three months ended June 30,
	2011			2010
	Location of	Amount of		Location of	Amount of
	(Gain)/Loss	(Gain)/Loss		(Gain)/Loss	(Gain)/Loss
	Recognized in	Recognized in		Recognized in	Recognized in
(in thousands)(unaudited)	Income	Income		Income	Income
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other(income)expense	$	10,051	Other (income) expense	$	(70,853	)
Total Derivatives		$	10,051		$	(70,853	)

* De minimus amount recognized in the hedge relationship.

     The following table summarizes the effect of derivative instruments on the Consolidated Statements of Operations for the six months ended June 30, 2011 and 2010, respectively:

Six months ended June 30,

Six months ended June 30,

2011

2010

Amount of

Amount of

Location of

Gain/(Loss)

Location of

Gain/(Loss)

Amount of

Gain/(Loss)

Reclassified

Amount of

Gain/(Loss)

Reclassified

(Gain)/Loss

Reclassified from

from

(Gain)/Loss

Reclassified from

from

Recognized in

AOCI into

AOCI

Recognized in

AOCI into

AOCI

OCI

Income

into Income

OCI

Income

into Income

(in thousands)(unaudited)

Effective Portion

Effective Portion

Derivatives instruments designated and qualified as cash flow hedges

Foreign exchange contracts

$

19,462

Revenue

$

(54,391

)

$

(36,033

)

Revenue

$

9,200

Interest rate swap contracts

—

Interest expense

292

7,772

**

Interest expense

—

Total derivatives

$

19,462

$

(54,099

)

$

(28,261

)

$

9,200

	Six months ended June 30,			Six months ended June 30,
	2011			2010
		Amount of			Amount of
	Location of	(Gain)/Loss		Location of	(Gain)/Loss
	(Gain)/Loss	recognized in		(Gain)/Loss	recognized in
	Recognized in Income	Income		Recognized in Income	Income
(in thousands)(unaudited)	Ineffective Portion			Ineffective Portion
Derivatives instruments designated and qualified as cash flow hedges
Foreign exchange contracts	Other (income)expense	$	*	Other (income) expense	$	*
Interest rate swap contracts	Other (income)expense		—	Other (income)expense		—
Total derivatives		$	*		$	*

	Six months ended June 30,			Six months ended June 30,
	2011			2010
	Location of	Amount of		Location of	Amount of
	(Gain)/Loss	(Gain)/Loss		(Gain)/Loss	(Gain)/Loss
	Recognized in	Recognized in		Recognized in	Recognized in
(in thousands)(unaudited)	Income	Income		Income	Income
Derivatives instruments not designated as cash flow hedges
Forward exchange contracts	Other (income) expense	$	38,110	Other (income) expense	$	(91,838	)
Total derivatives		$	38,110		$	(91,838	)

Fair value and carrying amounts of the Company's long-term debt obligations

	Fair Value				Carrying Amounts
	June 30,		December 31,		June 30,		December 31,
	2011		2010		2011		2010
(in thousands)	(unaudited)				(unaudited)
3.375% Senior Notes (principal due 2013)	$	257,775	$	254,663	$	249,933	$	249,914
4.400% Senior Notes (principal due 2015)		531,515		520,380		498,747		498,592
3.500% Senior Notes (principal due 2016)		411,044		396,492		399,418		399,360
6.000% Senior Notes (principal due 2020)		815,138		805,815		748,625		748,565
5.000% Senior Notes (principal due 2021)		403,052		396,664		398,292		398,224
1 1/2% Convertible Senior Notes (principal due 2024)		516,938		545,909		438,178		428,356
3 1/4% Convertible Senior Notes (principal due 2025)		—		413,000		—		345,360

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Fair Value of Financial Instruments (Details 5) (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
3.375% Senior Notes (principal due 2013) [Member]
Long-term debt
Senior Notes	$ 249,933	$ 249,914
3.375% Senior Notes (principal due 2013) [Member] | Fair Value [Member]
Long-term debt
Senior Notes	257,775	254,663
3.375% Senior Notes (principal due 2013) [Member] | Carrying Amounts [Member]
Long-term debt
Senior Notes	249,933	249,914
4.400% Senior Notes (principal due 2015) [Member]
Long-term debt
Senior Notes	498,747	498,592
4.400% Senior Notes (principal due 2015) [Member] | Fair Value [Member]
Long-term debt
Senior Notes	531,515	520,380
4.400% Senior Notes (principal due 2015) [Member] | Carrying Amounts [Member]
Long-term debt
Senior Notes	498,747	498,592
3.500% Senior Notes (principal due 2016) [Member]
Long-term debt
Senior Notes	399,418	399,360
3.500% Senior Notes (principal due 2016) [Member] | Fair Value [Member]
Long-term debt
Senior Notes	411,044	396,492
3.500% Senior Notes (principal due 2016) [Member] | Carrying Amounts [Member]
Long-term debt
Senior Notes	399,418	399,360
6.000% Senior Notes (principal due 2020) [Member]
Long-term debt
Senior Notes	748,625	748,565
6.000% Senior Notes (principal due 2020) [Member] | Fair Value [Member]
Long-term debt
Senior Notes	815,138	805,815
6.000% Senior Notes (principal due 2020) [Member] | Carrying Amounts [Member]
Long-term debt
Senior Notes	748,625	748,565
5.000% Senior Notes (principal due 2021) [Member]
Long-term debt
Senior Notes	398,292	398,224
5.000% Senior Notes (principal due 2021) [Member] | Fair Value [Member]
Long-term debt
Senior Notes	403,052	396,664
5.000% Senior Notes (principal due 2021) [Member] | Carrying Amounts [Member]
Long-term debt
Senior Notes	398,292	398,224
1 1/2% Convertible Senior Notes due 2024 [Member]
Long-term debt
Senior Notes	438,178	428,356
1 1/2% Convertible Senior Notes due 2024 [Member] | Fair Value [Member]
Long-term debt
Senior Notes	516,938	545,909
1 1/2% Convertible Senior Notes due 2024 [Member] | Carrying Amounts [Member]
Long-term debt
Senior Notes	438,178	428,356
3 1/4% Convertible Senior Notes due 2025 [Member]
Long-term debt
Senior Notes		345,360
3 1/4% Convertible Senior Notes due 2025 [Member] | Fair Value [Member]
Long-term debt
Senior Notes	0	413,000
3 1/4% Convertible Senior Notes due 2025 [Member] | Carrying Amounts [Member]
Long-term debt
Senior Notes	$ 0	$ 345,360

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Basis of Presentation (Details1) (USD $)	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Employee Stock Option [Member]
Employee stock options and purchase rights
Weighted average risk-free interest rate	2.06%	1.99%
Expected term of share-based awards	4 years 3 months 10 days	4 years 4 months 24 days
Expected stock price volatility	31.00%	31.00%
Expected dividend yield	0.00%	0.00%
Weighted average fair value of share-based awards granted	$ 15.93	$ 14.77
Purchase Rights [Member]
Employee stock options and purchase rights
Weighted average risk-free interest rate	0.47%	0.67%
Expected term of share-based awards	1 year	10 months 24 days
Expected stock price volatility	28.00%	42.00%
Expected dividend yield	0.00%	0.00%
Weighted average fair value of share-based awards granted	$ 9.99	$ 9.17

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Composition of Certain Financial Statement Items

3 Months Ended

Jun. 30, 2011

Composition of Certain Financial Statement Items [Abstract]

Composition of Certain Financial Statement Items

2. Composition of Certain Financial Statement Items

Inventories

     Inventories consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Raw materials and components	$	102,309	$	87,557
Work in process (materials, labor and overhead)		66,310		63,772
Finished goods (materials, labor and overhead)		199,102		171,989
Total inventories, net	$	367,721	$	323,318

Prepaid Expenses and Other Current Assets

     Prepaid expenses and other current assets consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Hedge assets	$	12,718	$	15,189
Prepaid expenses		83,445		70,395
Other current assets		96,822		104,419
Total prepaid expenses and other current assets	$	192,985	$	190,003

Property and Equipment

     Property and equipment consisted of the following:

	Estimated useful		June 30,			December 31,
	life		2011			2010
(in thousands)			(unaudited)
Land		—	$	140,521		$	139,638
Building and improvements	1-50 years			463,022			449,962
Machinery and equipment	1-10 years			447,204			413,004
Internal use software	1-10 years			218,247			207,904
Construction in process		—		70,104			59,236
Total property and equipment				1,339,098			1,269,744
Accumulated depreciation and amortization				(498,917	)		(421,760	)
Total property and equipment, net			$	840,181		$	847,984

Goodwill and Other Intangible Assets

     The $36.3 million increase in goodwill on the Consolidated Balance Sheet from December 31, 2010 to June 30, 2011 was primarily the result of $35.6 million of foreign currency translation adjustments and $0.7 million of net immaterial business combinations.

     Intangible assets consisted of the following:

	June 30, 2011						December 31, 2010
	Weighted						Weighted
	average	Gross carrying		Accumulated			average	Gross carrying		Accumulated
	Life	Amount		Amortization			Life	Amount		Amortization
(in thousands)		(unaudited)
Amortized intangible assets:
Purchased technology	7 years	$	1,233,201	$	(856,184	)	7 years	$	1,227,942	$	(797,694	)
Purchased tradenames and trademarks	9 years		327,282		(137,932	)	9 years		323,863		(120,573	)
Purchased customer base	11 years		1,446,627		(368,872	)	12 years		1,441,781		(305,865	)
Other intellectual property	6 years		302,140		(138,144	)	6 years		299,586		(111,216	)
Total intangible assets		$	3,309,250	$	(1,501,132	)		$	3,293,172	$	(1,335,348	)
Intangible assets not subject to amortization:
Purchased tradenames and trademarks		$	7,451					$	7,451
In-process research and development			74,900						74,900

     Amortization expense related to purchased intangible assets for the three months ended June 30, 2011 and 2010 was $76.5 million and $70.1 million, respectively and for the six months ended June 30, 2011 and 2010 was $152.6 million and $140.1 million, respectively. Estimated aggregate amortization expense is expected to be $149.5 million for the remainder of fiscal year 2011. Estimated aggregate amortization expense for fiscal years 2012, 2013, 2014 and 2015 is $288.8 million, $276.3 million, $236.3 million, and $214.3 million, respectively. During the six months ended June 30, 2011, there were no material assets identified for impairment.

     The Company capitalized $74.9 million of acquired in-process research and development and assigned it an indefinite life according to ASC Topic 805, Business Combinations. Such assets are accounted for as indefinite life intangible assets subject to annual impairment testing, or earlier if an event or circumstance indicates that impairment may have occurred, until completion or abandonment of the acquired projects. Upon reaching the end of the research and development project, the Company will amortize the acquired in-process research and development over its estimated useful life, or expense the acquired in-process research and development should the research and development project be unsuccessful with no future alternative use.

Accrued Expenses and Other Current Liabilities

     Accrued expenses and other current liabilities consisted of the following:

	June 30,		December 31,
	2011		2010
(in thousands)	(unaudited)
Accrued hedge liabilities	$	13,651	$	46,290
Accrued royalties		71,436		64,552
Accrued warranty		6,818		7,177
Accrued other		151,967		139,968
Total accrued expenses and other current liabilities	$	243,872	$	257,987

Reconciliation of Equity

     The following table provides a reconciliation of the beginning and ending carrying amounts of total equity, equity attributable to the Company, and equity attributable to non-controlling interests:

												Accumulated
												Other					Non-
				Common		Additional			Treasury			Comprehensive			Retained		Controlling
(in thousands)(unaudited)	Total			Stock		Paid-in-Capital			Stock			Income			Earnings		Interests
Balance at December 31, 2010	$	4,438,029		$	2,072	$	5,222,859		$	(1,419,966	)	$	96,612		$	532,499	$	3,953
Business combinations		(28	)		—		(28	)		—			—			—		—
Amortization of stock based compensation		43,063			—		43,063			—			—			—		—
Common stock issuance under employee stock plans		86,459			27		86,460			(28	)		—			—		—
Tax benefit on employee stock plans		9,040			—		9,040			—			—			—		—
Common stock issuance for convertible debt		9,374			—		9,374			—			—			—		—
Issuance of restricted shares, net of repurchased for minimum tax liability		(842	)		1		—			(843	)		—			—		—
Issuance of deferred stock		5,754			1		5,753			—			—			—		—
Purchase of treasury stock		(286,378	)		—		—			(286,378	)		—			—		—
Realized loss on hedging transactions, reclassed into earnings, net of related tax effects		33,831			—		—			—			33,831			—		—
Unrealized loss on hedging transactions, net of related tax effects		(13,852	)		—		—			—			(13,852	)		—		—
Pension liability, net of deferred taxes		2,484			—		—			—			2,484			—		—
Foreign currency translation adjustment, net of related tax effects		37,544			—		—			—			37,186			—		358
Net income (loss)		188,792			—		—			—			—			189,153		(361	)
Balance at June 30, 2011	$	4,553,270		$	2,101	$	5,376,521		$	(1,707,215	)	$	156,261		$	721,652	$	3,950

     The effects of changes in the Company’s ownership interest in its subsidiaries during the six months ended June 30, 2011 and 2010 were as follows.

(in thousands)(unaudited)	2011		2010
Net income attributable to Life Technologies	$	189,153	$	202,074
Decrease in Life Technologies’ paid-in capital for purchases of subsidiaries’ shares		—		(129	)
Change from net income attributable to Life Technologies and transfers to noncontrolling interests	$	189,153	$	201,945

Comprehensive Income

     Total comprehensive income consisted of the following and is shown net of related tax effects:

	Three months ended						Six months ended
	June 30,						June 30,
(in thousands)(unaudited)	2011			2010			2011			2010
Net income, as reported	$	95,213		$	110,541		$	188,792		$	202,047
Realized (gain) loss on hedging transactions, reclassed into earnings		19,762			(4,978	)		33,831			(2,497	)
Unrealized gain (loss) on hedging transactions		(3,404	)		9,019			(13,852	)		22,993
Pension liability adjustment		—			—			2,484			(2,523	)
Foreign currency translation adjustment		20,753			20,624			37,544			15,396
Total comprehensive income	$	132,324		$	135,206		$	248,799		$	235,416
Comprehensive loss attributable to noncontrolling interest		163			27			3			27
Total comprehensive income attributable to the Company	$	132,487		$	135,233		$	248,802		$	235,443

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Subsequent Events

3 Months Ended

Jun. 30, 2011

Subsequent Events [Abstract]

Subsequent Events

11. Subsequent Events

     In July 2011, the Board of Directors of the Company approved a program (the July 2011 program) authorizing management to repurchase up to $200.0 million of common stock under the July 2011 program. The cost of repurchased shares will be included in treasury stock and reported as a reduction in total equity when a repurchase occurs.

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Lines of Credit (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2011	Dec. 31, 2010	Feb. 28, 2010	Dec. 31, 2009
Lines of Credit (Textuals) [Abstract]
Line of Credit			$ 250.0	$ 250.0
Range of fees associated with revolving credit facility included with commitment fee for unused fund	25.0 to 50.0 basis points
Range of letter of credit fees	150.0 to 250.0 basis points
Base rate borrowing rate	margin of 50.0 to 150.0 basis points plus the higher of a) the Federal Funds Rate plus 50.0 basis points, b) Bank of America's prime rate, or c) the Eurocurrency rate plus 100.0 basis points
Eurocurrency borrowing rate	margin of 150.0 to 250.0 basis points plus the Eurocurrency borrowing rate
Line of credit remaining borrowing capacity	487.3
Applicable borrowing rate	2.50%	1.80%
Letter of Credit Issued [Member]
Lines of Credit (Textuals) [Abstract]
Letter of credit issued under revolving credit facility	12.7
Portion of credit facility [Member]
Lines of Credit (Textuals) [Abstract]
Line of Credit		500.0
Letter of Credit [Member]
Lines of Credit (Textuals) [Abstract]
Line of credit, amount outstanding	37.2
Foreign Subsidiaries [Member]
Lines of Credit (Textuals) [Abstract]
Line of credit remaining borrowing capacity	$ 13.3

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Long-Term Debt (Tables)

3 Months Ended

Jun. 30, 2011

Long-Term Debt (Tables) [Abstract]

Long-term debt

	June 30,			December 31,
	2011			2010
(in thousands)	(unaudited)
3.375% Senior Notes (principal due 2013), net of unamortized discount	$	249,933		$	249,914
4.400% Senior Notes (principal due 2015), net of unamortized discount		498,747			498,592
3.500% Senior Notes (principal due 2016), net of unamortized discount		399,418			399,360
6.000% Senior Notes (principal due 2020), net of unamortized discount		748,625			748,565
5.000% Senior Notes (principal due 2021), net of unamortized discount		398,292			398,224
1 1/2% Convertible Senior Notes (principal due 2024), net of unamortized discount		438,178			428,356
3 1/4% Convertible Senior Notes (principal due 2025), net of unamortized discount		—			345,360
Capital leases		5,986			7,002
Total debt		2,739,179			3,075,373
Less current portion		(440,706	)		(347,749	)
Total long-term debt	$	2,298,473		$	2,727,624

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Consolidated Balance Sheets (USD $) In Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2011	Dec. 31, 2010
Current assets:
Cash and cash equivalents	$ 520,128	$ 813,569
Short-term investments	27,576	23,079
Restricted cash and investments	17,395	18,153
Trade accounts receivable, net of allowance for doubtful accounts of $11,231 and $10,389, respectively	663,176	587,456
Inventories, net	367,721	323,318
Deferred income tax assets	22,757	90,947
Prepaid expenses and other current assets	192,985	190,003
Total current assets	1,811,738	2,046,525
Long-term investments	26,650	22,448
Property and equipment, net	840,181	847,984
Goodwill	4,408,410	4,372,073
Intangible assets, net	1,890,469	2,040,175
Deferred income tax assets	25,733	26,752
Other assets	121,442	130,242
Total assets	9,124,623	9,486,199
Current liabilities:
Current portion of long-term debt	440,706	347,749
Accounts payable	205,936	174,449
Deferred compensation and related benefits	165,751	202,229
Deferred revenues and reserves	107,482	109,981
Contingent consideration	266,460	0
Accrued expenses and other current liabilities	243,872	257,987
Accrued income taxes	48,905	53,990
Total current liabilities	1,479,112	1,146,385
Long-term debt	2,298,473	2,727,624
Pension liabilities	141,962	145,298
Deferred income tax liabilities	450,792	557,982
Income taxes payable	102,195	114,726
Other long-term obligations	98,819	356,155
Total liabilities	4,571,353	5,048,170
Commitments and contingencies
Stockholders' equity:
Preferred stock; $0.01 par value, 6,405,884 shares authorized; no shares issued or outstanding	0	0
Common stock; $0.01 par value, 400,000,000 shares authorized; 210,070,828 and 207,243,588 shares issued, respectively	2,101	2,072
Additional paid-in-capital	5,376,521	5,222,859
Accumulated other comprehensive income	156,261	96,612
Retained earnings	721,652	532,499
Less cost of treasury stock; 30,360,215 shares and 24,992,450 shares, respectively	(1,707,215)	(1,419,966)
Total Life Technologies stockholders' equity	4,549,320	4,434,076
Non-controlling interest	3,950	3,953
Total equity	4,553,270	4,438,029
Total liabilities and equity	$ 9,124,623	$ 9,486,199

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Pension Plans and Postretirement Health and Benefit Program (Details) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Domestic Pension Plans [Member]
The components of net periodic pension cost or (benefit) for the Company's pension plans and postretirement benefits plans
Service cost	$ 261	$ 538	$ 522	$ 538
Interest cost	9,958	11,863	19,916	20,725
Expected return on plan assets	(10,798)	(12,430)	(21,596)	(20,988)
Amortization of prior service cost	15	15	30	29
Amortization of actuarial loss	437	212	874	689
Settlement (gain) loss				(5,473)	[1]
Net periodic pension cost (benefit)	(127)	198	(254)	(4,480)
Postretirement Plans [Member]
The components of net periodic pension cost or (benefit) for the Company's pension plans and postretirement benefits plans
Service cost	16	7	32	52
Interest cost	451	613	902	942
Expected return on plan assets	(119)	(120)	(238)	(217)
Amortization of prior service cost	(474)	(468)	(948)	(409)
Amortization of actuarial loss	183	157	366	353
Net periodic pension cost (benefit)	57	189	114	721
Foreign Pension Plans [Member]
The components of net periodic pension cost or (benefit) for the Company's pension plans and postretirement benefits plans
Service cost	897	917	1,758	1,903
Interest cost	1,408	1,339	2,750	2,758
Expected return on plan assets	(1,208)	(1,035)	(2,361)	(2,129)
Amortization of actuarial loss	49	53	95	110
Settlement (gain) loss	(46)	17	(89)	35
Net periodic pension cost (benefit)	$ 1,100	$ 1,291	$ 2,153	$ 2,677

[1] A settlement gain related to the lump sum benefit that the Company paid out during the six months ended June 30, 2010 in conjunction with the restructuring efforts that occurred upon the merger with AB as permitted by the plan provision upon termination

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Fair Value of Financial Instruments (Details Textual) (USD $)	3 Months Ended			6 Months Ended		12 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Mar. 31, 2010	Jun. 30, 2011	Jun. 30, 2010	Dec. 31, 2009	Jan. 31, 2013	Jan. 31, 2012	Dec. 31, 2010	Jan. 31, 2009
Fair Value, Assets Measured on Recurring Basis (Textuals) [Abstract]
Deferred compensation plan assets	$ 352,842,000			$ 352,842,000
Deferred compensation liability	28,600,000			28,600,000
Fair Value of Financial Instruments (Textuals) [Abstract]
Maturity period of liquid investments to be considered as cash equivalents				Three months or less
Fair value of bonds classified as available-for-sale securities	2,900,000			2,900,000
Deferred compensation plan assets, invested in mutual funds	28,600,000			28,600,000
Long-term investments in non-publicly traded companies	26,700,000			26,700,000
Net currency exchange gains (losses) recognized on business transactions, net of hedging transactions included in other income	(1,600,000)	1,200,000		(3,700,000)	5,000,000
Notional principal amount in foreign currency forward contracts outstanding to hedge currency risk relative to foreign receivables and payables	817,800,000			817,800,000
Notional principal amount in foreign currency forward contracts outstanding to hedge foreign currency revenue risk under ASC Topic 815, Derivatives and Hedging	58,000,000			58,000,000
Net losses on derivative instruments currently classified under accumulated other comprehensive income to revenue offsetting the change in revenue due to foreign currency translation, expected to recognize				9,700,000
Notional amount of interest rate swap agreements							700,000,000	300,000,000	1,500,000,000	1,000,000,000
Derivative instruments recognized in OCI						5,100,000
Reclassified from accumulated other comprehensive income into other income/(expense)			12,900,000
Deferred compensation plan assets [Member]
Fair Value, Assets Measured on Recurring Basis (Textuals) [Abstract]
Deferred compensation plan assets	28,584,000			28,584,000
Interest rate swap contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Loss on discontinuance of cash flow hedge related to term loan A interest rate swaps					12,900,000
Term Loan One [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Loss on discontinuance of cash flow hedge related to term loan A interest rate swaps			$ 7,800,000
3.375% Senior Notes (principal due 2013) [Member]
Long-term debt
Interest on senior notes	3.375%			3.375%
4.400% Senior Notes (principal due 2015) [Member]
Long-term debt
Interest on senior notes	4.40%			4.40%
3.500% Senior Notes (principal due 2016) [Member]
Long-term debt
Interest on senior notes	3.50%			3.50%
6.000% Senior Notes (principal due 2020) [Member]
Long-term debt
Interest on senior notes	6.00%			6.00%
5.000% Senior Notes (principal due 2021) [Member]
Long-term debt
Interest on senior notes	5.00%			5.00%
1 1/2% Convertible Senior Notes due 2024 [Member]
Long-term debt
Interest on senior notes	1.50%			1.50%
3 1/4% Convertible Senior Notes due 2025 [Member]
Long-term debt
Interest on senior notes	3.25%			3.25%

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Subsequent Events (Details) (USD $) In Millions	6 Months Ended
	Jun. 30, 2011
Subsequent Events (Textuals) [Abstract]
Share repurchased	$ 200.0

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Income Taxes (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2011
Income Taxes (Textuals) [Abstract]
Effective tax rate	17.90%
Effective tax rate, excluding impact of discrete items	22.20%
Reduction to the balance of unrecognized tax benefits	$ 31.6