AMENDMENT TO CELERA GENOMICS/APPLIED BIOSYSTEMS MARKETING AND DISTRIBUTION AGREEMENT AS OF FEBRUARY 4, 2005

AMENDMENT TO CELERA GENOMICS/APPLIED BIOSYSTEMS MARKETING AND DISTRIBUTION AGREEMENT (this “Amendment”), dated as of the 4th day of February, 2005, by and among Applera Corporation (“Applera”), the Applied Biosystems Group of Applera (“ABI”), and the Celera Genomics Group of Applera (“CRA”).

WHEREAS, the parties have entered into a Celera Genomics/Applied Biosystems Marketing and Distribution Agreement effective as of April 1, 2002, and amended and restated as of June 22, 2004 (the “Agreement”);

WHEREAS, because ABI and CRA are both Applera businesses, the Agreement was originally entered into on the basis that the Applera Corporation Board of Directors (the “Board”) would retain authority over the Agreement and monitor performance thereunder;

WHEREAS, the terms and conditions of the Agreement were established based upon, among other things, assumptions by all of the parties regarding ABI’s development and commercialization of products covered by the Agreement;

WHEREAS, in light of the fact that ABI’s experience with the development and/or commercialization of some products covered by the Agreement has varied from original assumptions, and to further the interests of the parties based on their original intents when they entered into the Agreement, the parties have proposed amending (i) the Agreement as set forth herein to extend the term of the Agreement by five years, and (ii) the royalty schedule as currently in effect pursuant to Section 4.1 of Annex A to the Agreement in light of such extended term (such royalty schedule, as amended, is generally described in Schedule I attached hereto); and

WHEREAS, the amendments set forth herein, and the above-mentioned revisions to the royalty schedule, have been approved by the Board pursuant to Sections 4.1, 9, and 10 of Annex A to the Agreement.

NOW, THEREFORE, the parties hereto agree to the following amendments to Annex A to the Agreement:

1.    Section 4.1(a) of Annex A is hereby amended and restated in its entirety to read as follows:

2.    Section 7.1 of Annex A is hereby amended and restated in its entirety to read as follows:

IN WITNESS WHEREOF, the parties agree to the foregoing as of the date first written above.