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<SEC-DOCUMENT>0000012208-03-000017.txt : 20031113
<SEC-HEADER>0000012208-03-000017.hdr.sgml : 20031113
<ACCEPTANCE-DATETIME>20031113170616
ACCESSION NUMBER:		0000012208-03-000017
CONFORMED SUBMISSION TYPE:	10-Q
PUBLIC DOCUMENT COUNT:		4
CONFORMED PERIOD OF REPORT:	20030930
FILED AS OF DATE:		20031113

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			BIO RAD LABORATORIES INC
		CENTRAL INDEX KEY:			0000012208
		STANDARD INDUSTRIAL CLASSIFICATION:	LABORATORY ANALYTICAL INSTRUMENTS [3826]
		IRS NUMBER:				941381833
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10-Q
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-07928
		FILM NUMBER:		03998978

	BUSINESS ADDRESS:	
		STREET 1:		1000 ALFRED NOBEL DR
		CITY:			HERCULES
		STATE:			CA
		ZIP:			94547
		BUSINESS PHONE:		5107247000
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-Q
<SEQUENCE>1
<FILENAME>r10q303.txt
<TEXT>
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                 Form 10-Q

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

      For  the quarterly period ended  September 30, 2003.

                                     OR

           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 1-7928

                         BIO-RAD LABORATORIES, INC.
           (Exact name of registrant as specified in its charter)


                  Delaware                          94-1381833
      (State or other jurisdiction of             (I.R.S. Employer
      incorporation or organization)             Identification No.)


      1000 Alfred Nobel Drive, Hercules, California       94547
        (Address of principal executive offices)       (Zip Code)


                               (510)724-7000
             Registrant's telephone number, including area code

                                  No Change
       Former name, former address and former fiscal year, if changed
                             since last report.

      Indicate by check 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   X    No _____
      Indicate by check mark whether the registrant is an accelerated filer
      (as defined in Rule 12b-2 of the Exchange Act).  Yes   X    No _____

      Indicate the number of shares outstanding of each of the issuer's
      classes of common stock, as of the latest practicable date--

                                              Shares Outstanding
            Title of each Class               at October 31, 2003

            Class A Common Stock,
               Par Value $0.0001 per share         20,684,515

            Class B Common Stock,
               Par Value $0.0001 per share          4,842,342

   <page>


   PART I  - FINANCIAL INFORMATION

   Item 1.  Financial Statements.

                                BIO-RAD LABORATORIES, INC.

                        Condensed Consolidated Statements of Income
                          (In thousands, except per share data)
                                      (Unaudited)
   <table>
   <caption>                                     Three Months Ended    Nine Months Ended
                                                    September 30,        September 30,
                                                -------------------   -------------------
                                                  2003       2002       2003       2002
                                                --------   --------   --------   --------
   <s>                                          <c>        <c>        <c>        <c>
   NET SALES                                    $247,704   $224,878   $737,180   $649,720                    $

   Cost of good sold                             110,281     95,852    320,640    277,080
                                                --------   --------    -------    -------
   GROSS PROFIT                                  137,423    129,026    416,540    372,640

   Selling, general and administrative expense    80,356     73,415    236,541    208,637

   Product research and development expense       23,774     19,988     67,893     60,035

   Interest expense                               17,887      6,861     26,234     18,397

   Foreign exchange losses                         1,515      2,727      2,838      5,536

   Other (income) and expense, net                  (527)      (345)    (2,011)       617
                                                --------   --------   --------   --------
   INCOME BEFORE TAXES                            14,418     26,380     85,045     79,418

   Provision for income taxes                      4,758      9,763     28,065     27,796
                                                --------   --------   --------   --------
   NET INCOME                                   $  9,660   $ 16,617   $ 56,980   $ 51,622
                                                ========   ========   ========   ========

   Basic earnings per share:
      Net income                                   $0.38      $0.66      $2.25      $2.06
                                                ========   ========   ========   ========
      Weighted average common shares              25,468     25,160     25,380     25,064
                                                ========   ========   ========   ========

   Diluted earnings per share:
     Net income                                    $0.37      $0.64      $2.17      $1.99
                                                ========   ========   ========   ========
     Weighted average common shares               26,429     26,071     26,292     25,992
                                                ========   ========   ========   ========
   </table>

   The accompanying notes are an integral part of these statements.



                                            1

   <page>





                                BIO-RAD LABORATORIES, INC.
                           Condensed Consolidated Balance Sheets
                             (In thousands, except share data)
                                       (Unaudited)
   <table>                                                  September 30,  December 30,
   <caption>                                                    2003          2002
   <s>                                                      -----------    ----------
   ASSETS:                                                   <c>           <c>

   Cash and cash equivalents                                 $  140,748    $   27,733

   Accounts receivable, net                                     217,674       209,282

   Inventories, net                                             189,189       166,372

   Prepaid expenses, taxes and other current assets              78,129        62,409
                                                             ----------     ---------
   Total current assets                                         625,740       465,796

   Net property, plant and equipment                            164,443       142,235

   Goodwill, net                                                 69,519        69,519

   Other assets                                                  65,981        43,153
                                                             ----------    ----------
       Total assets                                          $  925,683    $  720,703
                                                             ==========    ==========
   LIABILITIES AND STOCKHOLDERS' EQUITY

   Accounts payable                                          $   60,516       $50,233

   Accrued payroll and employee benefits                         77,127        72,213

   Notes payable and current maturities of long-term debt         9,612         7,486

   Sales, income and other taxes payable                         14,314        17,019

   Other current liabilities                                     70,757        75,058
                                                             ----------     ---------
       Total current liabilities                                232,326       222,009

   Long-term debt, net of current maturities                    225,196       105,768

   Deferred tax liabilities                                       8,822         9,839
                                                             ----------     ---------
       Total liabilities                                        466,344       337,616

   STOCKHOLDERS' EQUITY:

   Preferred stock, $0.0001 par value, 7,500,000 shares
     authorized; none outstanding                                    --            --

   Class A common stock, $0.0001 par value, 50,000,000
     shares authorized; outstanding - 20,642,459 at
     September 30, 2003 and 20,402,462 at December 31, 2002           2             2

   Class B common stock, $0.0001 par value, 20,000,000
     shares authorized; outstanding - 4,842,642 at
     September 30, 2003 and 4,846,942 at December 31, 2002            1             1

   Additional paid-in capital                                    40,211        36,141
   Class A treasury stock, zero shares at September 30, 2003
     and zero shares at December 31, 2002 at cost                    --            --

   Retained earnings                                            401,821       344,841

   Accumulated other comprehensive income:
     Currency translation and other                              17,304         2,102
                                                             ----------    ----------
     Total stockholders' equity                                 459,339       383,087
                                                             ----------    ----------
       Total liabilities and stockholders' equity            $  925,683    $  720,703
                                                             ==========    ==========
   </table>
   The accompanying notes are an integral part of these statements.

                                        2

   <page>

                          BIO-RAD LABORATORIES, INC.
                Condensed Consolidated Statements of Cash Flows
                                 (In thousands)
                                   (Unaudited)
   <table>
   <caption>                                                 Nine Months Ended
                                                                September 30,
                                                           ---------------------
                                                              2003        2002
   <s>                                                     ---------------------
   Cash flows from operating activities:                   <c>        <c>
     Cash received from customers                          $ 753,502  $ 645,269
     Cash paid to suppliers and employees                   (603,741)  (519,406)
     Interest paid                                           (16,484)   (20,991)
     Income tax payments                                     (44,544)   (35,815)
     Miscellaneous receipts                                      831      1,093
                                                           ---------  ---------
     Net cash provided by operating activities                89,564     70,150

   Cash flows from investing activities:
     Capital expenditures, net                               (47,671)   (31,258)
     Payments for acquisitions and investments               (15,569)      (961)
     Net purchases of marketable securities                   (5,174)      (986)
     Foreign currency hedges, net                             (9,596)    (8,568)
                                                           ---------  ---------
     Net cash used in investing activities                   (78,010)   (41,773)

   Cash flows from financing activities:
     Net borrowings under line-of-creditarrangements              70      8,235
     Long-term borrowings                                    249,335     32,723
     Payments on long-term debt                             (131,512)   (88,514)
     Debt retirement costs on 11-5/8% bonds                   (9,467)        --
     Debt issuance costs on 7.5% bonds                        (5,431)        --
     Proceeds from issuance of common stock                    4,070      2,689
     Treasury stock activity, net                                 --      2,287
                                                           ---------  ---------
     Net cash provided by (used in) financing activities     107,065    (42,580)

   Effect of exchange rate changes on cash                    (5,604)     6,324
                                                           ---------  ---------
   Net increase (decrease) in cash and cash equivalents      113,015     (7,879)

   Cash and cash equivalents at beginning of period           27,733     47,129
                                                           ---------  ---------
   Cash and cash equivalents at end of period              $ 140,748  $  39,250
                                                           =========  =========

   Reconciliation of net income to net cash provided by operating activities:

   Net income                                              $  56,980  $  51,622
   Adjustments to reconcile net income to net cash
     provided by operating activities:
     Depreciation and amortization                            31,156     27,434
     Decrease in accounts receivable                          11,189      2,218
     Increase in inventories                                 (13,718)   (14,147)
     Increase in other current assets                        (26,911)    (9,867)
     Increase in accounts payable and
       other current liabilities                               1,488      1,250
     Increase (decrease) in income taxes payable              (1,879)     1,980
     Debt retirement costs on 11-5/8% bonds                    9,467         --
     Other                                                    21,792      9,660
                                                           ---------   --------
   Net cash provided by operating activities               $  89,564   $ 70,150
                                                           =========   ========

   </table>
   The accompanying notes are an integral part of these statements.

                                        3
   <page>


                          BIO-RAD LABORATORIES, INC.

            Notes to Condensed Consolidated Financial Statements
                                (Unaudited)


    1. BASIS OF PRESENTATION

    The accompanying unaudited condensed consolidated financial statements
    of Bio-Rad Laboratories, Inc. ("Bio-Rad" or the "Company"), have been
    prepared in accordance with accounting principles generally accepted
    in the United States of America and reflect all adjustments which are,
    in the opinion of management, necessary to fairly state the results of
    the interim periods presented.  All such adjustments are of a normal
    recurring nature.  Results for the interim period are not necessarily
    indicative of the results for the entire year.  The condensed
    consolidated financial statements should be read in conjunction with
    the notes to the consolidated financial statements contained in the
    Company's Annual Report for the year ended December 31, 2002.  Certain
    prior year items have been reclassified to conform to the current
    year's presentation.

    2. INVENTORIES

    The principal components of inventories are as follows (in millions):


                                      September 30,   December 31,
                                          2003            2002
                                      ----------------------------

    Raw materials                        $  41.2        $  40.6
    Work in process                         39.9           30.8
    Finished goods                         108.1           95.0
                                         -------        -------
                                         $ 189.2        $ 166.4
                                         =======        =======
    3. PROPERTY, PLANT AND EQUIPMENT

    The principal components of property, plant and equipment are as
    follows (in millions):
                                      September 30,   December 31,
                                          2003            2002
                                      ----------------------------

    Land and improvements                $   9.8        $   9.6
    Buildings and leasehold
      improvements                          99.7           80.5
    Equipment                              273.5          239.4
                                         -------        -------
                                           383.0          329.5
    Accumulated depreciation              (218.6)        (187.3)
                                         -------        -------
    Net property, plant and equipment    $ 164.4        $ 142.2
                                         =======        =======

                                    4
    <page>


    4.   GOODWILL

    The Company adopted Statement of Financial Accounting Standards
    (SFAS) No. 142, "Goodwill and Other Intangible Assets" as of January
    1, 2002, which provides that goodwill is no longer subject to
    amortization over its useful life.  Goodwill is subject to an annual
    assessment for impairment applying a fair-value based test.  No
    goodwill was recorded or impaired during the nine months ended
    September 30, 2003.

    5.   ACQUISITIONS AND INVESTMENTS

    On March 31, 2003, the Company acquired the outstanding shares of
    Verdot Industrie of Riom, France for approximately $6 million.  The
    Company has included these operations in its Life Science segment.

    The Company purchased 1,073,474 shares of ordinary stock of
    Sartorius AG, of Goettingen, Germany, a process technology supplier
    to the biotechnology, pharmaceutical, chemical and food and beverage
    industries for approximately $9.6 million during the nine months
    ended September 30, 2003.  The Company owned approximately 13% of
    the voting stock of Sartorius AG at September 30, 2003.

    6.   PRODUCT WARRANTY LIABILITY

    The Company warrants certain equipment against defects in design,
    materials and workmanship, generally for one year.  Upon shipment of
    that equipment, the Company establishes, as part of cost of goods
    sold, a provision for the expected cost of such warranty.

    Components of the product warranty liability included in Other
    current liabilities, were as follows (in millions):


                  January 1, 2003               $  7.1
                    Provision for warranty         8.6
                    Actual warranty costs         (6.7)
                                                ------
                  September 30, 2003            $  9.0
                                                ======

    7.      LONG-TERM DEBT

    In August 2003, the Company sold $225.0 million principal amount of
    Senior Subordinated Notes due 2013.  The notes pay a fixed rate of
    interest of 7.5% per year.  The Company has the option to redeem any
    or all of the notes at any time prior to August 15, 2008 at a
    redemption price equal to 100% of the principal amount of the notes
    plus the "applicable premium"(as defined by the indenture) plus
    accrued and unpaid interest and certain other charges.  The notes may
    be redeemed in whole or in part after August 15, 2008 and before
    August 15, 2009 at a redemption price of 103.75%; after August 15,
    2009 and before August 15, 2010 at a redemption price of 102.50%; for
    the interim period to August 15, 2011 at 101.25%; thereafter at 100%.
    The Company's obligations under the notes are not secured and rank
    junior to all the Company's existing and future senior debt.

                                    5
    <page>

    Through July 2003, the Company repurchased in the open market $17.3
    million (par value) of its Senior Subordinated Notes due in 2007 at
    an expense, including interest, unamortized issue costs and
    unamortized original issue discount of $2.5 million.  The remaining
    $88.7 million (par value) of Senior Subordinated Notes due in 2007
    were tendered and repurchased with a portion of the proceeds from
    the sale of the 7.5% Senior Subordinated Notes at an expense,
    including interest, unamortized issue costs and unamortized original
    discount of $11.6 million.  This expense is included in interest
    expense.

    During the quarter, the Company also negotiated a new five-year $150.0
    million revolving credit facility to replace its $100.0 million
    revolving credit facility.  The new credit facility contains financial
    covenants and maintenance tests including a leverage ratio test, an
    interest coverage test and a consolidated net worth test.  Restrictive
    covenants include restrictions on the Company's ability to declare or
    pay dividends, incur debt, guarantee debt, enter into transactions
    with affiliates, merge or consolidate, sell assets, make investments,
    create liens and prepay subordinated debt.  The new credit facility is
    secured by substantially all of the Company's personal property assets
    and the assets of its domestic subsidiaries and 65% of the capital
    stock of certain foreign subsidiaries, and is guaranteed by all of its
    existing and future domestic subsidiaries (other than immaterial
    domestic subsidiaries as defined for purposes of the new credit
    facility).  The Company terminated its existing credit facility
    simultaneously with the closing of its new facility.

    8.   EARNINGS PER SHARE

    The Company calculates basic earnings per share (EPS) and diluted
    EPS in accordance with SFAS No. 128, "Earnings per Share."  Basic
    EPS is computed by dividing net income (loss) by the weighted
    average number of common shares outstanding for that period.
    Diluted EPS takes into account the effect of dilutive instruments,
    such as stock options, and uses the average share price for the
    period in determining the number of common stock equivalents that
    are to be added to the weighted average number of shares
    outstanding.  Common stock equivalents are excluded from the diluted
    earnings per share calculation if the effect would be anti-dilutive.


    Weighted average shares used for diluted earnings per share include
    the dilutive effect of outstanding stock options of 961,000 and
    911,000 shares, for the three months ended September 30, 2003 and
    2002, respectively.  There were no anti-dilutive shares for the
    three months ended September 30, 2003 and 2002.

    Weighted average shares used for diluted earnings per share include
    the dilutive effect of outstanding stock options of 912,000 and
    928,000 for the nine month periods ended September 30, 2003 and
    2002, respectively.  There were no anti-dilutive shares for the nine
    months ended September 30, 2003 and 2002.

                                    6
    <page>

    9.   STOCK OPTIONS AND PURCHASE PLANS

    Stock Option Plans
    ------------------

    The Company maintains incentive and non-qualified stock option plans
    for officers and certain other key employees.  Under the 1994 Stock
    Option Plan, 302,933 shares were granted during the first quarter of
    2003.  No options have been granted subsequently.  No options have
    been issued to non-employees.

    In March of 2003, stockholders approved the 2003 Stock Option Plan
    of Bio-Rad Laboratories, Inc. (the Plan).  The Plan authorizes the
    grant to employees of incentive stock options and non-qualified
    stock options.  A total of 1,675,000 shares have been reserved for
    issuance and may be of either Class A or Class B Common Stock.  No
    options have been granted from this plan during the first nine
    months of 2003.

    The Company applies the recognition and measurement principles of
    APB Opinion No. 25, "Accounting for Stock Issued to Employees," and
    related interpretations in accounting for those plans.  No stock-
    based employee compensation expense is reflected in net income as
    all options granted under those plans had an exercise price equal to
    or greater than the market value of the underlying common stock on
    the date of grant.

    Had compensation cost for the Company's stock option and stock
    purchase plans been accounted for under SFAS No. 123, "Accounting
    for Stock-Based Compensation," the Company's pro forma net income
    and earnings per share would have been as follows (in millions,
    except per share data):

                                         Three Months       Nine Months
                                            Ended             Ended
                                        September 30,       September 30,
                                       ------------------------------------
                                        2003      2002     2003      2002
                                       ------------------------------------

    Net income, as reported            $  9.7    $ 16.6   $ 57.0    $ 51.6
    Deduct: Total stock based
      employee compensation expense
      determined under fair value
      methods for all awards,
      net of related tax effects          0.6       0.7      1.8       1.2
                                       ------    ------   ------    ------
    Pro forma net income               $  9.1    $ 15.9   $ 55.2    $ 50.4
                                       ======    ======   ======    ======
    Earnings per share:
      Basic - as reported               $0.38     $0.66    $2.25    $ 2.06
                                        =====     =====    =====    ======
      Basic - pro forma                 $0.36     $0.63    $2.17    $ 2.01
                                        =====     =====    =====    ======

      Diluted - as reported             $0.37     $0.64    $2.17     $1.99
                                        =====     =====    =====     =====
      Diluted - pro forma               $0.34     $0.61    $2.11     $1.94
                                        =====     =====    =====     =====



                                    7
    <page>


    For purposes of the pro forma disclosures, the estimated fair value of
    the options granted is amortized to expense over the options' vesting
    period.  There were no options granted during the three month periods
    ended September 30, 2003 and 2002.  The fair value of options granted
    was estimated using the Black-Scholes model with the following
    weighted average assumptions:


                                           Nine Months Ended
                                             September 30,
                                            2003        2002
                                          -------------------

    Expected volatility                      37%         35%
    Risk free interest rate                2.65%       3.99%
    Expected life (in years)                4.2         4.2
    Expected dividend                        --          --


    The weighted average fair value of employee stock options granted
    during the nine months ended September 30, 2003 and 2002 was $11.85
    and $9.75, respectively.

    Employee Stock Purchase Plan
    ----------------------------

    The Company has an employee stock purchase plan that provides that
    eligible employees may contribute up to 10% of their compensation up
    to $25,000 annually toward the quarterly purchase of the Company's
    Class A common stock.  The employees purchase price is 85% of the
    lesser of the fair market value of the stock on the first business
    day or the last business day of each calendar quarter.  No compen-
    sation expense is recorded in connection with the plan.  The Company
    has authorized the sale of 1,890,000 shares of common stock under the
    plan.

    The Company sold 21,103 shares for $0.7 million and 17,127 shares for
    $0.5 million under the plan to employees for the three months ended
    September 30, 2003 and 2002, respectively.  At September 30, 2003,
    283,552 shares remain authorized under the plan.

    The Company sold 57,001 shares for $1.8 million and 50,947 shares for
    $1.3 million under the plan to employees for the nine months ended
    September 30, 2003 and 2002, respectively.

    The fair value of the employees' purchase rights was estimated using
    the Black-Scholes model with the following assumptions:

                                    Three Months       Nine Months
                                        Ended             Ended
                                    September 30,     September 30,
                                  ----------------------------------
                                   2003      2002     2003     2002
                                  ----------------------------------

     Expected volatility          33.93%    54.03%   41.75%   45.71%
     Risk free interest rate       0.77%     1.57%    0.95%    1.61%
     Expected life (in years)       .25       .25      .25      .25
     Expected dividend               --        --       --       --

                                    8
    <page>

    The weighted average fair value of those purchase rights granted
    during the three months ended September 30, 2003 and 2002 was $11.45
    and $9.98, respectively.  The weighted average fair value of those
    purchase rights granted during the nine months ended September 30,
    2003 and 2002, was $9.23 and $8.35, respectively.

    10.  FOREIGN EXCHANGE LOSSES

    Foreign exchange losses include premiums and discounts on forward
    foreign exchange contracts and mark-to-market adjustments on foreign
    exchange contracts.

    11.  OTHER INCOME AND EXPENSE

    Other (income) and expense, net includes the following components
    (in millions):

                                    Three Months        Nine Months
                                        Ended              Ended
                                    September 30,      September 30,
                                   ---------------------------------
                                   2003       2002     2003     2002
                                   ---------------------------------
     Write-down of investment
       in affiliates             $   --     $   --   $   --   $  2.0
     Interest income               (0.5)      (0.2)    (1.6)    (0.8)
     Other                           --       (0.1)    (0.4)    (0.6)
     Total Other (income)        ------     ------   ------   ------
       and expense, net          $ (0.5)    $ (0.3)  $ (2.0)  $  0.6
                                 ======     ======   ======   ======

    In the first quarter of 2002, the Company recorded a $2.0 million
    non-cash pre-tax charge reflecting the write-down of the Company's
    investment in Digilab, LLC.  This reduced the investment value to
    zero.

    12.  COMPREHENSIVE INCOME

    SFAS No. 130, "Reporting Comprehensive Income" requires disclosure of
    total non-stockholder changes in equity, which include unrealized
    gains and losses on securities classified as available-for sale under
    SFAS No. 115 "Accounting for Certain Investments in Debt and Equity
    Securities", foreign currency translation adjustments accounted for
    under SFAS No. 52 "Foreign Currency Translation" and minimum pension
    liability adjustments made pursuant to SFAS No. 87 "Employers'
    Accounting for Pensions."


                                    9

    <page>


    The components of the Company's total comprehensive income were
    (in millions):


                                      Three Months      Nine Months
                                          Ended            Ended
                                      September 30,    September 30,
                                   ----------------------------------
                                      2003     2002     2003    2002
                                   ----------------------------------

     Net Income                     $  9.7    $ 16.6  $ 57.0   $ 51.6
     Currency translation
      adjustments                     (0.3)     (1.5)   14.2     16.6
     Net unrealized holding
      gains (losses)                   0.4      (0.4)    1.0     (0.3)
                                    ------    ------  ------   ------
     Total comprehensive income     $  9.8    $ 14.7  $ 72.2   $ 67.9
                                    ======    ======  ======   ======


    13.  SEGMENT INFORMATION

    Information regarding industry segments for the three months ended
    September 30, 2003 and 2002 is as follows (in millions):

                                   Life      Clinical      Other
                                  Science  Diagnostics   Operations  Total
                                 ------------------------------------------

     Segment net sales    2003    $118.0      $127.6        $ 2.1    $247.7
                          2002    $106.0      $116.8        $ 2.1    $224.9

     Segment profit(loss) 2003     $14.1      $ 15.3        $  --    $ 29.4
                          2002     $17.3      $ 12.9        $(0.2)   $ 30.0


    Information regarding industry segments for the nine months ended
    September 30, 2003 and 2002 is as follows (in millions):

                                   Life      Clinical      Other
                                  Science  Diagnostics   Operations  Total
                                 ------------------------------------------

     Segment net sales     2003   $349.8      $381.0        $ 6.4    $737.2
                           2002   $307.3      $336.3        $ 6.1    $649.7

     Segment profit(loss)  2003    $51.7      $ 49.8        $ 0.1    $101.6
                           2002    $52.3      $ 33.5        $(1.0)   $ 84.8

    Segment results are presented in the same manner as the Company
    presents its operations internally to make operating decisions and
    assess performance.  Net corporate operating income (expense) consists
    of receipts and expenditures that are not the primary responsibility
    of segment operating management.

                                    10

    <page>

    Interest expense is charged to segments based on the carrying amount
    of inventory and receivables employed by that segment.  The following
    reconciles total segment profit to consolidated income before taxes
    (in millions):
                                       Three Months Ended    Nine Months Ended
                                          September 30,         September 30,
                                       ---------------------------------------
                                           2003      2002      2003     2002
                                       ---------------------------------------

    Total segment profit                  $ 29.4   $ 30.0     $101.6   $ 84.8
    Foreign exchange losses                 (1.5)    (2.7)      (2.8)    (5.5)
    Costs related to bond redemption       (13.1)      --      (14.1)      --
    Net corporate operating,
      interest and other income
      and expense not allocated
      to segments                           (0.9)    (1.2)      (1.7)     0.7
    Other income and (expense),net           0.5      0.3        2.0     (0.6)
                                          ------   ------     ------   ------
    Consolidated income before taxes      $ 14.4   $ 26.4     $ 85.0   $ 79.4
                                          ======   ======     ======   ======

    14.  LEGAL PROCEEDINGS

    The Company is party to various claims, legal actions and complaints
    arising in the ordinary course of business.  The Company does not
    believe that any ultimate liability resulting from any of these
    lawsuits will have a material adverse effect on its results of
    operations, financial position or liquidity.  However, the Company
    cannot give any assurance regarding the ultimate outcome of these
    lawsuits and their resolution could be material to the Company's
    operating results for any particular period, depending upon the level
    of income for the period.

    15.  RECENT ACCOUNTING PRONOUNCEMENTS

    In April 2002, the Financial Accounting Standards Board (FASB)issued
    SFAS No. 145, "Rescission of FASB Statements No. 4, 44 and 64,
    Amendment of FASB Statement No. 13, and Technical Corrections."  One of
    the major changes of this statement is to change the accounting for the
    classification of gains and losses from the extinguishment of debt.
    The Company adopted SFAS No. 145 as of January 1, 2002 and will follow
    APB 30, "Reporting the Results of Operations -- Reporting the Effects
    of Disposal of a Segment of a Business, and Extraordinary, Unusual and
    Infrequently Occurring Events and Transactions" in determining whether
    such extinguishment of debt may be classified as extraordinary.  As a
    result of adoption, the expenses incurred (including premiums paid
    above par, unamortized debt issuance cost and unamortized original
    issue discount) in the repurchase of outstanding debt on the open
    market has been included in interest expense. The adoption of SFAS No.
    145 did not have any other impact on the condensed consolidated
    financial statements of the Company.

    SFAS No. 146 "Accounting for Costs Associated with Exit or Disposal
    Activities", was issued in June 2002 and addresses accounting for
    restructuring and similar costs.  SFAS No. 146 requires that a
    liability for costs associated with an exit or disposal activity be
    recognized and measured initially at fair value only when the
    liability is incurred.  SFAS No. 146 is effective for exit or disposal
    activities that were initiated after December 31, 2002.  The adoption
    of SFAS No. 146 did not have any impact on the condensed consolidated
    financial statements of the Company.


                                    11
     <page>

    In November 2002, the FASB issued Financial Interpretation No. (FIN)
    45, "Guarantor's Accounting and Disclosure Requirements for
    Guarantees, Including Indirect Guarantees of Indebtedness of Others,"
    which requires certain guarantees to be recorded at fair value.  The
    interpretation also requires a guarantor to make new disclosures, even
    when the likelihood of making any payments under the guarantee is
    remote.  In general, the interpretation applies to contracts or
    indemnification agreements that contingently require the guarantor to
    make payments to the guaranteed party based upon changes in an
    underlying obligation that is related to an asset, liability, or an
    equity security of the guaranteed party.  The adoption of FIN 45 did
    not have an impact on our operating results or financial position.

    On December 31, 2002, the FASB issued SFAS No. 148, "Accounting for
    Stock-Based Compensation - Transition and Disclosure, an Amendment of
    FASB Statement No. 123."  This statement provides alternative methods
    of transition for companies who voluntarily change to the fair value-
    based method of accounting for stock-based employee compensation in
    accordance with SFAS No. 123, "Accounting for Stock-Based
    Compensation."  The statement requires prominent disclosures in both
    annual and interim financial statements about the method of accounting
    for stock-based compensation and the effect of the method used on
    reported results.  The Company has adopted the disclosure requirements
    as required by the statement.

    The Company continues to account for stock-based compensation using
    the intrinsic value method in accordance with the provisions of
    Accounting Principles Board Opinion No. 25, "Accounting for Stock
    Issued to Employees," elected under SFAS No. 123, as amended.  As a
    result, the adoption of SFAS No. 148 did not have any impact on the
    condensed consolidated financial statements of the Company
    (see Note 9).

    During January 2003, the FASB issued FIN 46, "Consolidation of
    Variable Interest Entities".  FIN 46 requires that if an entity has a
    controlling financial interest in a variable interest entity, the
    assets, liabilities and results of activities of the variable interest
    entity should be included in the consolidated financial statements of
    the entity.  FIN 46 requires that its provisions are effective
    immediately for all arrangements entered into after January 31, 2003.
    For any arrangements entered into prior to January 31, 2003, the FIN
    46 provisions are required to be adopted at the beginning of the first
    interim or annual period beginning after June 15, 2003.  The Company
    does not expect the adoption of FIN 46 to have an impact on its
    operating results or financial position.


    During April 2003, the FASB issued SFAS No. 149, "Amendment of
    Statement 133 on Derivative Instruments and Hedging Activities".  SFAS
    No. 149 amends and clarifies accounting for derivative instruments,
    including certain derivative instruments embedded in other contracts,
    and for hedging activities under SFAS 133.  SFAS No. 149 is effective
    for contracts entered into or modified after June 30, 2003 and for
    hedging relationships designated after June 30, 2003.  The guidance
    should be applied prospectively.  The Company does not expect the
    adoption of SFAS No. 149 to have a significant impact on its operating
    results or financial position.

                                    12
    <page>

    During May 2003, the FASB issued SFAS No. 150, "Accounting for Certain
    Financial Instruments with Characteristics of both Liabilities and
    Equity".  SFAS No. 150 clarifies the accounting for certain financial
    instruments with characteristics of both liabilities and equity and
    requires that those instruments be classified as liabilities in
    statements of financial position.  Previously, many of those financial
    instruments were classified as equity.  SFAS No. 150 is effective for
    financial instruments entered into or modified after May 31, 2003 and
    otherwise is effective at the beginning of the first interim period
    beginning after June 15, 2003.  The Company does not expect the
    adoption of SFAS No. 150 to have a significant impact on its operating
    results or financial position.


                                    13

    <page>


   Item 2.   Management's  Discussion and Analysis of
             Results of Operations and Financial Condition.

   The following discussion should be read in conjunction with the
   Company's unaudited condensed consolidated financial statements
   and notes thereto included elsewhere in this Form 10-Q and the
   Company's Consolidated Financial Statements for the year ended
   December 31, 2002.

   The following table shows gross profit and expense items as a
   percentage of net sales:

                        Three Months Ended    Nine Months Ended   Year Ende
                           September 30,         September 30,    December
                        2003         2002     2003       2002        2002
                        ----         ----     ----       ----        ----

   Net sales            100.0%       100.0%   100.0%     100.0%      100.0%
    Cost of goods sold   44.5         42.6     43.5       42.6        42.9
                        -----        -----    -----      -----       -----
   Gross profit          55.5         57.4     56.5       57.4        57.1

   Selling, general and
    administrative       32.4         32.6     32.1       32.1        32.4

   Product research and
    development           9.6          8.9     9.2        9.2          9.3

   Net income             3.9%         7.4%    7.7%       7.9%         7.6%
                        =====        =====    =====      =====        =====

   Critical Accounting Policies

   As previously disclosed in the Company's Annual Report on
   Form 10-K for the year ended December 31, 2002, the Company has
   identified accounting for income taxes, valuation of long-lived
   and intangible assets and goodwill, and valuation of inventories
   as the accounting policies critical to the operations of the
   Company. For a full discussion of these policies, please refer to
   the Form 10-K.

   Forward Looking Statements

   Other than statements of historical fact, statements made in this
   report include forward looking statements, such as statements
   with respect to the Company's future financial performance,
   operating results, plans and objectives.  We have based these
   forward looking statements on our current expectations and
   projections about future events.  However, actual results may
   differ materially from those currently anticipated depending on a
   variety of risk factors including among other things: our ability
   to successfully develop and market new products; our reliance on
   and access to necessary intellectual property; our substantial
   leverage and ability to service our debt; competition in and
   government regulation of the industries in which we operate; and
   the monetary policies of various countries.  We undertake no
   obligation to publicly update or revise any forward looking
   statements, whether as a result of new information, future
   events, or otherwise.

                                   14
<page>

   The Company manufactures and supplies the life science research,
   healthcare, analytical chemistry and other markets with a broad
   range of products and systems used to separate complex chemical
   and biological materials and to identify, analyze and purify
   their components.

                Three Months Ended September 30, 2003
           Compared to Three Months Ended September 30, 2002

   Corporate Results - Sales, Margins and Expenses

   Net sales (sales) for the third quarter of 2003 were $247.7
   million compared to $224.9 million in the third quarter of 2002,
   an increase of 10.2%.  The favorable impact from a weakening U.S.
   dollar provided 6.0% of the reported sales growth for the
   Company.  Growth in Life Science, excluding the favorable impact
   from currency translation, was 5.4%.  Sales increased for the
   Company's products in the areas of Life Science consumables,
   imaging instrumentation, and process chromatography products.
   Sales adjusted for currency declined for the Company's bovine
   spongiform encephalopathy (BSE) test as competitive pricing
   pressure impacted the market.  Clinical Diagnostics grew by 3.0%
   excluding the favorable impact from currency translation.
   Product groups contributing to growth include quality controls
   and blood virus screening.

   Consolidated gross margins were 55.5% for the third quarter of
   2003 compared to 57.4% for the third quarter of 2002 and 57.1%
   for all of 2002.  Life Science margins declined on reduced
   average selling prices in the food testing product line, costs
   associated with integrating recent acquisitions and not achieving
   planned factory activity levels.  Clinical Diagnostics margins
   remained virtually unchanged.

   Selling, general and administrative expense (SG&A) decreased
   slightly to 32.4% of sales in the third quarter of 2003 from
   32.6% of sales in the third quarter of 2002.  Life Science grew
   SG&A faster than sales growth due to increased spending on
   personnel, demonstration equipment and professional fees
   associated with information technology enhancements primarily in
   the United States.  Clinical Diagnostics grew SG&A at a slower
   rate than sales.  The Company expects that the for next several
   quarters SG&A growth will continue to reflect similar spending
   levels as it plans to relocate some Life Science facilities in
   Northern California and make information technology improvements.
   The longer-term goal for Bio-Rad remains a gradual reduction in
   SG&A spending as a percent of sales.

   Product research and development expense increased to 9.6% of
   sales compared to 8.9% in the prior period.  In terms of absolute
   dollar spending both segments increased spending with the larger
   portion of the growth attributable to Clinical Diagnostics.  The
   Company plans to reinvest between 9% and 10% of sales in research
   and development to continue to introduce new and enhanced
   products.

                                   15
<page>

   Corporate Results - Other Items

   In the third quarter of 2003, interest expense of $17.9 million
   reflects the cost of redeeming the remaining 11-5/8% bonds due in
   2007 ($13.1 million), the write-off of unamortized origination
   costs on the Company's 1999 $100.0 million line of credit of
   ($0.5 million) and recurring interest expense for the period.
   Third quarter 2002 interest expense included of $1.6 million of
   bond redemption costs as the Company made it first purchase of
   the bonds in this quarter.

   Foreign exchange losses decreased by $1.2 million compared to the
   third quarter of 2002.  During the third quarter of 2002, the
   Company recorded atypical currency losses on unhedged Brazilian
   and Russian currency positions due to the extreme currency
   declines in the period.  These dramatic declines did not repeat
   in 2003.  Further, the Company has hedged a portion of its
   Brazilian exposure in 2003 which has led to increased costs to
   the Company. Included in foreign exchange losses is the net
   premium or discount of the Company's forward exchange contracts
   used to hedge its net intercompany receivable/payable balances.

   The Company's effective tax rate was 33% for the third quarter of
   2003 compared to 37% in the third quarter of 2002.  For the full
   year 2002, the effective tax rate was 35%.  The decrease is the
   result of the elimination of tax losses in locations which did
   not provide for a consolidated tax benefit in the third quarter
   of 2002.

                Nine Months Ended September 30, 2003
           Compared to Nine Months Ended September 30, 2002

   Corporate Results - Sales, Margins and Expenses

   Sales for the nine months ended September 30, 2003 were $737.2
   million compared to $649.7 million for the nine months ended
   September 30, 2002, an increase of 13.5%.  The favorable impact
   from a weakening U.S. dollar provided 8.6% of the reported sales
   growth for the Company.  Sales increased 4.9% in Life Science on
   a constant currency basis.  Clinical Diagnostics sales growth on
   a constant currency basis was 4.9%.   The growth in Life Science
   is attributed to demand for the Company's process chromatography
   products for bio-pharmaceutical manufacturing, laboratory
   supplies and imaging equipment.  The growth in Clinical
   Diagnostics was from products for quality controls, diabetes
   monitoring and autoimmune testing.

   Adjusted for currency, sales growth was up over 7.0% for the
   United States and Asia for the nine months ended September 30,
   2003 compared to the same period in 2002.

                                   16
<page>


   Consolidated gross margins were 56.5% for the nine months ended
   September 30, 2003 compared to 57.4% for the nine months ended
   September 30, 2002 and 57.1% for all of 2002.  The net overall
   decrease is attributable to Life Science, as Clinical Diagnostics
   margins improved 0.6%.  Gross margins decreased in Life Science
   principally due to lower average selling price in food safety
   products.  To a lesser extent the underabsorption of factory
   overhead from planned levels has also contributed to the decline.
   Clinical Diagnostics margins improved due to improved sales in
   the form of increased unit volume led by its quality control
   product line.

   SG&A as a percent of sales remained unchanged at 32.1% for the
   nine months ended September 30, 2003 compared to the same period
   in 2002.  Overall, Life Science grew SG&A at a rate that exceeded
   sales growth while Clinical Diagnostics' grew SG&A at a much
   reduced rate when compared to sales growth.  Life Science has
   increased spending on personnel, demonstration equipment and
   professional services.  This segment has current initiatives to
   grow proteomic and genomic sales, preserve its market share in
   food safety and enhance its current information technology.

   Product research and development expense increased in absolute
   dollars to $67.9 million or 9.2% of sales for the nine months
   ended September 30, 2003 compared to $60.0 million or 9.2% of
   sales in the prior year.  Spending increased in both Life Science
   and Clinical Diagnostics in absolute dollars.  The Company plans
   to reinvest between 9% and 10% of sales in research and
   development going forward to support growth.  The Company's
   spending level during the nine months ended September 30, 2003
   was lower than anticipated, as the Company anticipates an annual
   spending pattern above the current year-to-date rate.

   Corporate Results - Other Items

   Interest expense for the nine months ended September 30, 2003
   includes costs associated with redeeming the 11-5/8% bonds due in
   2007 of $14.1 million, the write-off of unamortized origination
   costs of the Company's 1999 $100.0 million line of credit of $0.5
   million and recurring interest expense.  For the year-to-date,
   2002 includes only $1.6 million of bond redemption costs.
   Recurring interest expense declined for the year 2003 as overall
   debt levels were lower prior to the Company's issuance of $225.0
   million of 7.5% subordinated notes due 2013 in mid August 2003.

   Other (income) and expense, net for the nine months ended
   September 30, 2003 is principally comprised of interest income
   and other investment income.  The nine months ended September 30,
   2002 includes a $2.0 million non-cash pre-tax expense reflecting
   impairment in the Company's investment in Digilab LLC.  Foreign
   exchange losses decreased compared to the same period in 2002 as

                                   17
<page>

   the exchange losses incurred at the Company's Brazilian
   subsidiary have not occurred in 2003.  Foreign exchange losses
   also include premiums and discounts for the Company's hedging
   program.

   The Company's effective tax rate declined to 33% for the nine
   months ended September 30, 2003 compared to 35% for the same
   period in 2002.  The decline is attributed to improved
   profitability in countries which in the prior period had losses
   which did not provide a benefit to the overall Company effective
   rate.

   Liquidity and Capital Resources

   The Company, as of September 30, 2003, had available
   approximately $150.0 million, or 100% under its restated and
   amended Revolving Credit Facility signed September 5, 2003 and
   $37.7 million under various foreign lines of credit.  Cash and
   cash equivalents available were $140.7 million. Management
   believes that this availability, together with cash flow from
   operations, will be adequate to meet our current objectives for
   operations, research and development, capital additions for
   plant, equipment, and systems and an acquisition or acquisitions
   with an accumulated value of around $200 million.

   At September 30, 2003, consolidated accounts receivable increased
   by $8.4 million from December 31, 2002.  The increase is due to
   the appreciation of receivables denominated in foreign currency
   as the Euro, for example, has appreciated approximately 11% since
   December 31, 2002.  Reducing the impact of this appreciation is
   overall improved collections.  Management regularly reviews
   receivables for collectibility.

   At September 30, 2003, consolidated net inventories increased by
   $22.8 million from December 31, 2002.  Approximately one-third of
   this increase is due to the strengthening of European and
   Japanese currency against the U.S. dollar.  The remaining
   increase largely represents levels necessary to meet customer
   demands for Life Science consumable products and preparation for
   the upcoming relocation of the distribution and assembly plant
   from Richmond to Hercules, California.  The Clinical Diagnostics
   inventory growth is attributable to the quality controls product
   line as unit volume growth has exceeded the average Diagnostic
   segments growth. The Clinical Diagnostics controls business is
   characterized by long lead times and large infrequent batch
   production which is necessary to meet customer requirements.  Bio-
   Rad management regularly reviews inventory valuation for excess,
   obsolete and slow moving products.

   Net capital expenditures totaled $47.7 million for the first nine
   months of 2003 compared to $31.3 million for the same period of

                                   18
<page>

   2002.  The Company's construction of a new facility on its Hercules
   campus in California represents $16.9 million of spending for the
   first nine months of 2003.  In total, the Company has capitalized
   $18.6 million of the estimated $25.0 million to complete the
   project.  The project should be complete in the first quarter of
   2004.  Capital expenditures for the period include reagent rental
   equipment placed with Clinical Diagnostic customers who then commit
   to purchase the Company's diagnostic reagents for use.  Other
   expenditures represent the Company's investment in business systems,
   data communication, production equipment and improvements to
   production and other facilities.

   The Company continues to review possible acquisitions to expand both
   its Life Science and Clinical Diagnostics segments.  The Company
   routinely meets with the principals or brokers of the subject
   companies.  Currently no discussions involving a material
   acquisition (defined as having the potential to be greater than
   either 5% of Bio-Rad's current total assets, sales or net income)
   have progressed beyond the most initial phases.

   The Board of Directors has authorized the Company to repurchase up
   to $18 million of its common stock over an indefinite period of
   time.  Through September 30, 2003, the Company has cumulatively
   repurchased 1,179,272 shares of Class A Common Stock and 60,000
   shares of Class B Common Stock for a total of $14.7 million.  The
   Company's credit agreements restrict its ability to repurchase its
   own stock.  There were no share repurchases made during 2002 or in
   2003 to date.  The repurchase is designed to improve shareholder
   value and to satisfy the Company's obligations under its employee
   stock purchase and stock option plans.

   The Company completed three significant financing transactions
   during the third quarter of 2003.  These transactions were the
   completion of a new $150.0 million revolving credit facility, the
   placement of $225.0 million aggregate principal amount of Senior
   Subordinated Notes in a private offering and completion of a cash
   tender offer to retire all of its outstanding 11-5/8% Senior
   Subordinated Notes due in 2007.

   The new $150.0 million revolving credit facility is secured by
   substantially all of the Company's personal property assets and the
   assets of its domestic subsidiaries and 65% of the capital stock of
   certain foreign subsidiaries, and is guaranteed by all of its
   existing and future domestic subsidiaries (other than immaterial
   domestic subsidiaries as defined for purposes of the new credit
   facility).  The Company terminated its existing $100.0 million
   revolving credit facility prior to the closing of the new revolving
   credit facility.  Interest varies upon a number of factors including
   the duration of the specific borrowing and is based upon either the
   Eurodollar, the Federal Funds effective or the Company corporate
   based rate.  A fee of $0.5 million was paid for originating the

                                   19
<page>

   loan.  The Company will pay a commitment fee annually on the daily
   unused portion of the revolving credit facility.

   On August 11, 2003 the Company completed the sale of $225 million
   aggregate principal amount of its 7.5% Senior Subordinated Notes due
   2013 in a private offering.  The Company used $98.2 million of the
   net proceeds from this offering to fund the purchase of the
   outstanding 11-5/8% Senior Subordinated Notes due 2007 pursuant to a
   tender offer completed on September 30, 2003 with the remainder
   available for general corporate purposes, which may include
   acquisitions.

   Subsequent to September 30, 2003, the new Senior Subordinated Notes
   have been exchanged for the new 7.5% Exchange Notes that have been
   registered under the Securities Act of 1933, as amended, or
   applicable state securities laws.  This transaction was completed on
   October 30, 2003, with the new Exchange Notes being virtually
   identical in all material respects to the 7.5% Senior Subordinated
   Notes originally issued only to qualified institutional buyers in
   reliance of Rule 144A and in offshore transactions pursuant to
   Regulation S under the Securities Act as amended.

   During the third quarter of 2003, the Company completed a cash
   tender and consent solicitation for all of its outstanding 11-5/8%
   Senior Subordinated Notes due 2007.  Holders received consideration
   of 110.625% of the principal amount of notes, which included a
   consent payment of 1.5% of the principal amount of the notes.  In
   accordance with the terms of the indenture governing the notes, any
   notes still outstanding were called for redemption, redeemed and the
   notes retired prior to September 30, 2003.  This closes the last of
   the financings originally used to primarily fund the 1999
   acquisition by Bio-Rad of Pasteur Sanofi Diagnostics from Sanofi
   Synthelabo and the Institut Pasteur.

   Item 3.   Quantitative and Qualitative Disclosures About Market Risk

   During the nine months ended September 30, 2003, there have been no
   material changes from the disclosures about market risk provided in
   the Company's Annual Report on Form 10-K for the year ended
   December 31, 2002.

   Item 4.  Controls and Procedures

   The Company maintains disclosure controls and procedures that are
   designed to ensure that information required to be disclosed in the
   Company's Exchange Act reports is recorded, processed, summarized
   and reported within the time periods specified in the Securities and
   Exchange Commission's rules and forms and that such information is
   accumulated and communicated to the Company's management, including
   its Chief Executive Officer and Chief Financial Officer, as
   appropriate, to allow for timely decisions regarding required

                                   20
<page>

   disclosure.  In designing and evaluating the disclosure controls and
   procedures, management recognizes that any controls and procedures,
   no matter how well designed and operated, can provide only
   reasonable assurance of achieving the desired control objectives,
   and management is required to apply its judgment in evaluating the
   cost-benefit relationship of possible controls and procedures.

   As required by SEC Rule 13a-15(b), the Company carried out an
   evaluation, under the supervision and with the participation of the
   Company's management, including the Company's Chief Executive
   Officer and the Company's Chief Financial Officer, of the
   effectiveness of the design and operation of the Company's
   disclosure controls and procedures as of the end of the quarter
   covered by this report.  Based on the foregoing, the Company's Chief
   Executive Officer and Chief Financial Officer concluded that the
   Company's disclosure controls and procedures were effective at the
   reasonable assurance level.

   There has been no change in the Company's internal controls over
   financial reporting during the Company's most recent fiscal quarter
   that has materially affected, or is reasonably likely to materially
   affect, the Company's internal controls over financial reporting.

   Item 6.  Exhibits and Reports on Form 8-K.

   (a)  Exhibits

   The following documents are filed as part of this report:

   Exhibit No.

   31.1    Chief Executive Officer Section 302 Certification
   31.2    Chief Financial Officer Section 302 Certification
   32.1    Certification pursuant to 18 U.S.C. Section 1350, as adopted
   pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

   (b)  Reports on Form 8-K

   Bio-Rad filed a current report on Form 8-K with the SEC on
   July 21, 2003 announcing a tender offer for all $88,715,000
   aggregate principal amount of its outstanding 11-5/8% Senior
   Subordinated Notes due 2007.

   Bio-Rad filed a current report on Form 8-K with the SEC on
   July 30, 2003 announcing a private offering of new senior
   subordinated notes.

   Bio-Rad filed a current report on Form 8-K with the SEC on
   August 8, 2003 announcing  that it has agreed to sell $225,000,000
   aggregate principal amount of its 7.50% Senior Subordinated Notes
   due 2013 in a private offering.

                                   21
<page>


                               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 thereto duly authorized.

                             BIO-RAD LABORATORIES, INC.
                             --------------------------
                                   (Registrant)



   Date:  November 13, 2003    /s/ Christine A. Tsingos
          -----------------   -------------------------
                              Christine A. Tsingos, Vice President,
                               Chief Financial Officer



   Date:  November 13, 2003    /s/ Sanford S. Wadler
          -----------------   -------------------------
                              Sanford S. Wadler, Vice President,
                                General Counsel and Secretary





























                                   22
<page>
























































































































































































































































</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>3
<FILENAME>exb311.txt
<TEXT>




                                                    Exhibit 31.1


       CHIEF EXECUTIVE OFFICER SECTION 302 CERTIFICATION


       I, Norman Schwartz, certify that:

       1.   I have reviewed this quarterly report on Form 10-Q of Bio-Rad
            Laboratories, Inc.;

       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)) 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.        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

                 c.        disclosed in this report any change in the
                           registrant's internal control over financial

                                      1
        <page>

                           reporting that occurred during the
                           registrant's most recent fiscal quarter 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:

                 a.        all significant deficiencies and material
                           weaknesses in the design or operation of
                           internal controls 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 controls over financial reporting.



            Date:   November 13, 2003        /s/ Norman Schwartz
                                             Norman Schwartz
                                             Chief Executive Officer




                                    2

      <page>


























</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31
<SEQUENCE>4
<FILENAME>exb312.txt
<TEXT>


                                                    Exhibit 31.2



       CHIEF FINANCIAL OFFICER SECTION 302 CERTIFICATION



       I, Christine A. Tsingos, certify that:

       1.   I have reviewed this quarterly report on Form 10-Q of Bio-Rad
            Laboratories, Inc.;

       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)) 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.        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

                 c.        disclosed in this report any change in the
                           registrant's internal control over financial

                                       1
        <page>

                           reporting that occurred during the
                           registrant's most recent fiscal quarter 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:

                 a.        all significant deficiencies and material
                           weaknesses in the design or operation of
                           internal controls 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 controls over financial reporting.




            Date:   November 13, 2003        /s/ Christine A. Tsingos
                                             Christine A. Tsingos
                                             Vice President,
                                             Chief Financial Officer



                                       2

          <page>






</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32
<SEQUENCE>5
<FILENAME>exb321.txt
<TEXT>


                                                    Exhibit 32.1





       Bio-Rad Laboratories, Inc.,

       CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
       PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

       We, Norman Schwartz and Christine A. Tsingos, of Bio-Rad
       Laboratories, Inc. (the "Registrant"), do hereby certify in
       accordance with 18 U.S.C. Section 1350, as adopted  pursuant to
       Section 906 of the Sarbanes-Oxley Act of 2002, that to our
       knowledge:

            1.   the Quarterly Report on Form 10-Q of the Registrant, to
                 which this certificate 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:   November 13, 2003            /s/ Norman Schwartz
                                             Norman Schwartz
                                             Chief Executive Officer

       Dated:   November 13, 2003            /s/ Christine A. Tsingos
                                             Christine A. Tsingos
                                             Vice President,
                                             Chief Financial Officer


      <page>

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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