FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.



                              AMENDED AND RESTATED

                                      ANAIS

                 LICENSE, DEVELOPMENT AND COOPERATION AGREEMENT



                                 BY AND BETWEEN



                             GEN-PROBE INCORPORATED



                                       AND



                                BIOMERIEUX, INC.

<PAGE>

                              AMENDED AND RESTATED

              ANAIS LICENSE, DEVELOPMENT AND COOPERATION AGREEMENT



      This Amended and Restated ANAIS License, Development and Cooperation

agreement (the "Agreement") is entered into as of August 4, 2000 (the "Effective

Date") by and between Gen-Probe Incorporated, a Delaware corporation having its

principal place of business at 10210 Genetic Center Drive, San Diego, California

92121-1589 (hereinafter "GP"), and bioMerieux, Inc. ("BMX"), a Missouri

corporation having its principal place of business at 595 Anglum Drive,

Hazelwood, Missouri 63042-2395.



                                    RECITALS



      WHEREAS, BMX and its Affiliates are engaged in the development of an

advanced, fully-automated diagnostic instrument to be called "ANAIS"; and



      WHEREAS, BMX possesses technology, knowledge, know-how and proprietary

rights pertaining to instrument systems, related microbiological know-how,

identification and susceptibility testing of microorganisms, multiple analyte

detection technologies, culture collections and specific probe and target

sequences and related intellectual property; and



      WHEREAS, GP possesses technology, knowledge, know-how and proprietary

rights pertaining to nucleic acid hybridization and amplification technologies,

detection and identification technologies (including specific probes targeting

ribosomal RNA and specific target sequences and regions), microbiological

culture collections, Probe Assay formats, specimen collection and processing,

multiple analyte detection technologies and related intellectual property; and



      WHEREAS, BMX and GP are Parties to that certain ANAIS License, Development

and Cooperation Agreement (the "ANAIS Agreement"), by and between BMX and GP and

dated as of May 2, 1997 pursuant to which they, among other things, established

a joint research and development collaboration for the development of certain

Probe Assays to be processed and interpreted upon ANAIS instrumentation; and



      WHEREAS, BMX and GP desire to amend and restate the ANAIS Agreement in

order to bring to a conclusion the collaborations referred to and to provide

for, among other things, replacement of the profit-sharing arrangements set

forth in the ANAIS Agreement with a royalty arrangement and the licensing of

certain intellectual property on the terms and conditions set forth herein.



      NOW, THEREFORE, in consideration of the foregoing and the covenants and

premises contained in this Agreement, the Parties agree as follows:





                                      -1-

<PAGE>

1. DEFINITIONS



      As used in this Agreement and the accompanying Exhibits, the following

terms have the following meanings:



      1.1 "AFFILIATE" shall mean any corporation or other business entity

controlled by, controlling, or under common control with a Party hereto. For

purposes of this definition, "control" shall mean direct or indirect ownership

of more than fifty percent (50%) of the voting interest or income interest in a

corporation or entity or such relationship as, in fact, constitutes actual

control. An Affiliate shall lose its status as such, prospectively, upon a

Change in Control of such Affiliate which causes the Party's direct or indirect

ownership interest to become fifty percent (50%) or less.



      1.2 "ANAIS AGREEMENT" shall mean that certain ANAIS License, Development

and Cooperation Agreement by and between BMX and GP dated as of May 2, 1997.



      1.3 "ANAIS FIELD" shall mean:



            A. the detection, identification, quantification, and/or

               susceptibility testing of organisms or agents causing human

               clinical infectious diseases, as present in the human body,

               solely for the purpose of diagnosis and medical care of the

               persons from whom the tested samples were taken;



            B. testing for sequences encoding [***];



            C. testing for microorganisms or agents, including [***] in quality

               control processes of water, food products, and/or previously

               developed pharmaceutical or cosmetic products; and/or



            D. testing for the purposes of identifying [***] foodstuffs or

               identifying [***] in foodstuffs.



The ANAIS Field specifically does not include testing for infectious agents in

blood and blood products intended for transfusion, or the testing for infectious

agents in blood in connection with organ transplants, or the testing of

specimens from non-human animals or environmental sources except as specifically

provided above, even if such testing is for the purpose of detecting or

identifying organisms which are associated with infectious diseases in man.



      1.4 "ANAIS INSTRUMENTATION" shall mean only that diagnostic instrument to

be developed by BMX, which instrument is described in Exhibit C to this

Agreement. ANAIS Instrumentation shall also include a semi-automated component

system based on the [***] Instrument System, as specifically described in

Exhibit D to this Agreement, to be used for the early market introduction of the

instrument concept described in Exhibit C. "ANAIS Instrumentation" shall exclude

all ANAIS Products to be run on such instrumentation. The Parties agree that

notwithstanding any other provision of this Agreement, ANAIS Instrumentation may

perform Probe Assays other than ANAIS





                                       -2-







*** Certain information on this page has been omitted and filed separately with

the Commission. Confidential treatment has been requested with respect to the

omitted portions.

<PAGE>

Products as defined herein (provided that nothing contained in this sentence

shall expand the scope of the rights licensed by GP to BMX pursuant to Section

3.1).



      1.5 "ANAIS PRODUCTS" shall mean the following Probe Assays, in each case

made, used, or sold under the license granted by GP herein and solely and

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