Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
COTTINGHAM JOHN A
  2. Issuer Name and Ticker or Trading Symbol
Life Technologies Corp [LIFE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Legal Officer
(Last)
(First)
(Middle)
5791 VAN ALLEN WAY
3. Date of Earliest Transaction (Month/Day/Year)
02/03/2014
(Street)

CARLSBAD, CA 92008
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (1) 02/03/2014   D   8,231 D $ 76.1312 0 D  
Common Stock (1) 02/03/2014   D   20,248 D $ 76.1312 0 I By Trust
Common Stock (1) (2) 02/03/2014   D   12,232.3 D $ 76.1312 0 I By Employee Benefit Plan Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options $ 52 02/03/2014   D     40,567 03/01/2011 03/01/2020 Common Stock 40,567 $ 52 (3) 0 D  
Stock Options $ 48.91 02/03/2014   D     21,337 04/02/2013 04/02/2022 Common Stock 21,337 $ 48.91 (3) 0 D  
Stock Options $ 46.85 02/03/2014   D     26,894 05/15/2009 05/15/2018 Common Stock 26,894 $ 46.85 (3) 0 D  
Stock Options $ 38.43 02/03/2014   D     2,602 05/13/2006 05/13/2015 Common Stock 2,602 $ 38.43 (3) 0 D  
Stock Options $ 38.43 02/03/2014   D     15,398 05/13/2006 05/13/2015 Common Stock 15,398 $ 38.43 (3) 0 D  
Stock Options $ 35.87 02/03/2014   D     52,000 05/15/2008 05/15/2017 Common Stock 52,000 $ 35.87 (3) 0 D  
Stock Options $ 32.94 02/03/2014   D     3,036 05/12/2007 05/12/2016 Common Stock 3,036 $ 32.94 (3) 0 D  
Stock Options $ 32.94 02/03/2014   D     42,964 05/12/2007 05/12/2016 Common Stock 42,964 $ 32.94 (3) 0 D  
Stock Options $ 32.69 02/03/2014   D     3,058 05/14/2005 05/15/2014 Common Stock 3,058 $ 32.69 (3) 0 D  
Stock Options $ 32.69 02/03/2014   D     26,942 05/15/2005 05/14/2014 Common Stock 26,942 $ 32.69 (3) 0 D  
Stock Options $ 32.26 02/03/2014   D     18,000 11/14/2006 11/14/2015 Common Stock 18,000 $ 32.26 (3) 0 D  
Stock Options $ 31.26 02/03/2014   D     22,400 11/12/2005 11/12/2014 Common Stock 22,400 $ 31.26 (3) 0 D  
Stock Options $ 22.23 02/03/2014   D     74,224 11/21/2012 11/21/2018 Common Stock 74,224 $ 22.23 (3) 0 D  
Restricted Stock Units (1) 02/03/2014   D     9,292 04/01/2014 04/03/2017 Common Stock 9,292 (4) 0 D  
Restricted Stock Units (1) 02/03/2014   D     3,067 04/02/2013 04/04/2016 Common Stock 3,067 (4) 6,133 D  
Restricted Stock Units (1) 02/03/2014   D     6,133 04/02/2013 04/04/2016 Common Stock 6,133 (5) 0 D  
Restricted Stock Units (1) 02/03/2014   D     5,629 04/01/2012 04/01/2021 Common Stock 5,629 (4) 5,629 D  
Restricted Stock Units (1) 02/03/2014   D     5,629 04/01/2012 04/01/2021 Common Stock 5,629 (5) 0 D  
Restricted Stock (1) 02/03/2014   D     1,285.43 01/07/2014 01/07/2017 Common Stock 1,285.43 (6) 0 D  
Restricted Stock (1) 02/03/2014   D     1,137.91 03/11/2014 03/11/2021 Common Stock 1,137.91 (6) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
COTTINGHAM JOHN A
5791 VAN ALLEN WAY
CARLSBAD, CA 92008
      Chief Legal Officer  

Signatures

 John Cottingham   02/04/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On February 3, 2014, Thermo Fisher Scientific Inc., a Delaware corporation ("Thermo Fisher"), acquired the issuer pursuant to that certain merger agreement between issuer, Thermo Fisher and Polpis Merger Sub Co., a Delaware corporation and wholly owned subsidiary of Thermo Fisher ("Merger Sub"), dated as of April 14, 2013 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the issuer (the "Merger"), with the issuer surviving the Merger as a wholly owned subsidiary of Thermo Fisher. At the effective time of the Merger, each outstanding share of the issuer's common stock was converted into the right to receive $$76.1311786 in cash (the "per-share merger consideration"). In addition, all outstanding options, performance restricted stock units and service-based restricted stock units were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration (less the exercise price in the case of options), payable without interest and less any required withholding taxes (other than certain service-based restricted stock units that were assumed by Thermo Fisher at the effective time of the Merger and converted into the right to receive a cash payment equal to the per-share merger consideration, which will vest and become payable following the effective time of the Merger in accordance with their original terms). The Merger is more fully described in the issuer's Proxy Statement filed with the SEC on July 22, 2013.
(2) Common stock issued under Deferred Compensation Plan.
(3) These Stock Options, which provided for vesting in four equal annual installments beginning on the first anniversary of the date of the grant, were canceled at the effective time of the Merger (whether vested or unvested) in exchange for a cash payment equal to the per-share merger consideration, less the exercise price of the option.
(4) These service-based Restricted Stock Units, which provided for vesting in four equal annual installments beginning on the first anniversary of the date of the grant, were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration.
(5) These service-based Restricted Stock Units, which provided for vesting in four equal annual installments beginning on the first anniversary of the date of the grant, were assumed by Thermo Fisher at the effective time of the Merger and converted into the right to receive a cash payment equal to the per-share merger consideration, which will vest and become payable following the effective time of the Merger in accordance with their original terms.
(6) These service-based Restricted Stock Units, which were issued under the Deferred Compensation Plan matching program and provided for vesting on the third anniversary of the time the match was made, were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration.

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