BIO RAD LABORATORIES INC - 10-K Annual Report

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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________

FORM 10-K
__
| X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 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 (I.R.S. Employer
of Incorporation or Organization) Identification No.)

1000 Alfred Nobel Drive, Hercules, CA 94547
(Address of Principal Executive Offices) (Zip Code)

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

Securities registered pursuant to Section 12(b) of the Act:

Securities registered pursuant to Section 12(g) of the Act:

NONE

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

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

Indicate by check mark whether the registrant is an accelerated
filer (as defined in Rule 126-2 of the Act). Yes X No____

Documents Incorporated by Reference

Document Form 10-K Parts
_________________________________________ ____________________
(1) Annual Report to Stockholders for the
fiscal year ended December 31, 2003
(specified portions) I, II, IV
(2) Definitive Proxy Statement to be mailed
to stockholders in connection with the
registrant's 2004 Annual Meeting of
Stockholders (specified portions) III

P A R T I
ITEM 1. BUSINESS

General

Founded in 1957, Bio-Rad Laboratories, Inc. ("Bio-Rad" or the
"Company") was initially engaged in the development and
production of specialty chemicals used in biochemical,
pharmaceutical and other life science research applications. In
1967, the Company entered the field of clinical diagnostics with
the development of its first test kit based on separation
techniques and materials developed for life science research.
Recognizing that the fields of clinical diagnostics and life
science research were evolving toward more automated techniques,
Bio-Rad expanded into the field of analytical and measuring
instrument systems through internal research and development
efforts and acquisitions in the late 1970's and 1980's.

As Bio-Rad broadened its product lines, it also expanded its
geographical market. The Company has distribution
channels in over thirty countries outside the United States
through subsidiaries whose primary focus is customer service and
product distribution.

On October 1, 1999 Bio-Rad acquired the stock of Pasteur Sanofi
Diagnostics (PSD) and the rights to certain ancillary assets for
$210 million. PSD was founded by the Institut Pasteur to
commercialize its diagnostic research, and holds certain
exclusive licenses from the Institut Pasteur in the HIV and
infectious disease diagnostic product market. PSD also expanded
the geographic reach and market penetration for the Company's
products particularly in Latin America, Africa and France.

During 2000 and 2001, the Company sold substantially all of its
analytical instruments product lines. These divestitures have
allowed the Company to focus on its core segments of Life Science
and Clinical Diagnostics.

Bio-Rad 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.

Description of Business

Business Segments

The Company operates in two industry segments designated as Life
Science and Clinical Diagnostics. Each operates in both the
United States and international markets. For a description of
business and financial information on industry and geographic
segments, see Note 15 on pages 27 through 29 of Exhibit 13.1,
which is incorporated herein by reference.

1

Life Science Segment.

Life science is the study of the characteristics, behavior, and
structure of living organisms and their component systems. Life
science researchers use a variety of products and systems--
including reagents, instruments, software and apparatus-- to
advance the study of life processes, drug discovery,
biotechnology and food pathogen testing, primarily within a
laboratory setting.

We focus on selected segments of the life science market--
proteomics, genomics and cell biology -- for which we estimate
2003 worldwide sales totaled approximately $3.8 billion. The
primary technological applications that we supply to these
segments consist of electrophoresis, image analysis, molecular
detection, chromatography, gene transfer, sample preparation and
amplification. The primary end-users in our sectors of the
market are universities and medical schools, industrial research
organizations, government agencies, pharmaceutical manufacturers,
biotechnology researchers and food testing laboratories.

Clinical Diagnostics Segment.

The clinical diagnostics industry encompasses a broad array of
technologies incorporated into a variety of tests used to detect,
identify and quantify substances in blood or other bodily fluids
and tissues. The test results are used as aids for medical
diagnosis, detection, evaluation, monitoring and treatment of
diseases and other medical conditions. The bulk of tests are
performed in vitro (outside the body), while the remainder
consist of in vivo ("in the body") tests. The most common type
of in vitro tests are routine chemistry tests that measure
important health parameters, such as glucose, cholesterol or
sodium, as part of routine blood checks. Other diagnostic tests
are more specialized and require more sophisticated equipment and
materials than do routine tests. These specialized tests are
also lower-volume and higher-priced than routine tests. We
estimate that in 2003 the global clinical diagnostics market
totaled approximately $23.5 billion.

The primary end-users in the areas of the clinical diagnostics
industry we target are hospital laboratories, reference
laboratories, physician office laboratories, government agencies
and other diagnostics manufacturers.

Raw Materials and Components

The Company utilizes a wide variety of chemicals, biological
materials, electronic components, machined metal parts, optical
parts, minicomputers and peripheral devices. Most of these
materials and components are available from numerous sources and
the Company has not experienced difficulty in securing adequate
supplies.

2

Patents and Trademarks

We own numerous U.S. and international patents and patent
licenses. We believe, however, that our ability to develop and
manufacture our products depends primarily on our knowledge,
technology and special skills. Under several patent license
agreements, we pay royalties on the sales of certain products.
We view these patents and license agreements as valuable assets.

Seasonal Operations and Backlog

The Company's business is not inherently seasonal, however, the
European custom of concentrating vacation during the summer
months usually has had a negative impact on third quarter sales
volume and operating income.

For the most part, the Company operates in markets characterized
by short lead times and the absence of significant backlogs.
Management has concluded that backlog information is not material
to the Company's business as a whole.

Sales and Marketing

Each of Bio-Rad's segments maintains a sales force to sell its
products on a direct basis. Each sales force is technically
trained in the disciplines associated with its products. Sales
are also generated through direct mail advertising, exhibits at
trade shows and technical meetings, telemarketing, the Company
website and by extensive advertising in technical and trade
publications. Sales and marketing efforts are augmented by
technical service departments that assist customers in effective
product utilization and in new product applications. Bio-Rad
also produces and distributes technical literature and holds
seminars for customers on the use of its products.

Our customer base is broad and diversified. In 2003, no single
customer accounted for more than 3% of our total net sales. Our
sales are affected by certain external factors. For example, a
number of our customers, particularly in the Life Science
segment, are substantially dependent on government grants and
research contracts for their funding. A significant reduction of
government funding would have a detrimental effect on the results
of this segment.

The Company is the leading provider of BSE (Bovine Spongiform
Encephalopathy or mad cow) tests throughout the world. Revenues
from the sales of testing products for BSE within our Life
Science segment represented approximately 11% and 12% of
consolidated net revenue in 2003 and 2002, respectively. A large
portion of the revenue for this product is from government
agencies currently mandating the use of the test. Competition,
pricing, changes in test standards, technology or a decrease in
government demand could negatively impact the Company's future
revenue from this product.

Most of the Company's international sales are generated by
wholly-owned subsidiaries and their branch offices in Australia,

3

Austria, Belgium, Brazil, Canada, the Czech Republic, Denmark,
England, Finland, France, Germany, Greece, Hong Kong, Hungary,
India, Israel, Italy, Japan, Korea, Mexico, the Netherlands, New
Zealand, Norway, People's Republic of China, Poland, Portugal,
Russia, Singapore, South Africa, Spain, Sweden, Switzerland,
Taiwan and Thailand. Certain of these subsidiaries also have
manufacturing facilities. While Bio-Rad's international
operations are subject to certain risks common to foreign
operations in general, such as changes in governmental
regulations, import restrictions and foreign exchange
fluctuations, the Company's international operations are
principally in developed nations, which the Company regards as
presenting no significantly greater risks to its operations than
are present in the United States.

Competition

Most markets served by our product groups are competitive. Our
competitors range in size from start-ups to large multinational
corporations. Reliable independent information on sales and
market share of products produced by our competitors is not
generally available. We believe, however, based on our own
marketing information, that while some competitors are dominant
with respect to certain individual products, no one company,
including us, is dominant with respect to a material portion of
any segment of our business.

Because of the breadth of its product lines, Life Science does
not face the same competitor for all of its products.
Competitors in this market include Amersham Biosciences,
Invitrogen, Qiagen, Zeiss, Olympus, Leica, Nikon and Applied
Biosystems. We compete primarily based on meeting performance
specifications.

Competitors in the Clinical Diagnostics segment range in size
from small private companies to large multinational corporations.
We compete mainly in specific market niches and do not attempt to
pursue the most competitive general diagnostics markets. We
compete based on our technological ability to provide customers
with very specific tests and believe we are usually a significant
competitor within our market niche. Competitors include Abbott
Laboratories, bioMerieux, Inc., Roche Diagnostics, BioChem
Pharma, Inova, diaSorin and Medical Analysis Systems.

Product Research and Development

The Company conducts extensive product research and development
activities in all areas of our business, employing approximately
550 people worldwide in these activities. Research and
development have played a major role in Bio-Rad's growth and are
expected to continue to do so in the future. Our research teams
are continuously developing new products and new applications for
existing products. In our development and testing of new
products and applications, we consult with scientific and medical
professionals at universities, hospitals and medical schools, and
in industry. We spent approximately $94.3 million, $82.9 million
and $76.5 million on research and development activities during
the years ended December 31, 2003, 2002 and 2001 respectively.

4

Regulatory Matters

The manufacturing, marketing and labeling of certain of our
products (primarily diagnostic products) are subject to
regulation in the United States by the Center for Devices and
Radiological Health of the United States Food and Drug
Administration (FDA) and in other jurisdictions by state and
foreign government authorities. FDA regulations require that
some new products have pre-marketing approval by the FDA and
require certain products to be manufactured in accordance with
"good manufacturing practices," to be extensively tested and to
be properly labeled to disclose test results and performance
claims and limitations.

As a multinational manufacturer and distributor of sophisticated
instrumentation equipment, we must meet a wide array of
electromagnetic compatibility and safety compliance requirements
to satisfy regulations in the United States, the European
Community and other jurisdictions. The FDA must approve an
export permit application before companies can market products
outside the U.S. prior to the products' receipt of FDA approval.
The requirements relating to testing and trials, product
licensing, pricing and reimbursement vary widely among countries.

Our operations are subject to federal, state, local and foreign
environmental laws and regulations that govern such activities as
emissions to air and discharges to water, as well as handling and
disposal practices for solid, hazardous and medical wastes. In
addition to environmental laws that regulate our operations, we
are also subject to environmental laws and regulations that
create liabilities and clean-up responsibility for spills,
disposals or other releases of hazardous substances into the
environment as a result of our operations or otherwise impacting
real property that we own or operate. The environmental laws and
regulations also subject us to claims by third parties for
damages resulting from any spills, disposals or releases
resulting from our operations or at any of our properties.

Employees

At December 31, 2003 Bio-Rad had approximately 4,800 full-time
employees. Fewer than 10% of Bio-Rad's 2,200 U. S. employees are
covered by a collective bargaining agreement which will expire on
November 7, 2006. Many of Bio-Rad's non-U.S. full-time
employees, especially in France, are covered by collective
bargaining agreements. Bio-Rad considers its employee relations
in general to be good.

Available Information

The Company files annual, quarterly, and current reports, proxy
statements, and other documents with the Securities and Exchange
Commission (SEC) under the Securities Exchange Act of 1934. The
public may read and copy any materials that the Company files
with the SEC at the SEC's Public Reference Room at 450 Fifth
Street, NW, Washington, DC 20549. The public may obtain
information on the operation of the Public Reference Room by

5

calling the SEC at 1-800-SEC-0330. Also, the SEC maintains an
Internet website that contains reports, proxy and information
statements, and other information regarding issuers, including
the Company, that file electronically with the SEC. The public
can obtain any documents that the Company files with the SEC at
http://www.sec.gov.

The Company's website address is www.bio-rad.com. The Company
makes available, free of charge through its Internet website, its
Form 10-K's, 10-Q's and 8-K's, and any amendments to these forms,
as soon as reasonably practicable after filing with the SEC.

ITEM 2. PROPERTIES

We own our Corporate headquarters located in Hercules,
California. The principal manufacturing and research locations
for each segment are as follows:

Approximate
Segment Location Square Ftg. Owned/Leased

Life Science Richmond, California 201,000 Owned/Leased
Hercules, California 346,800 Owned/Leased
Hemel Hempstead, England 102,000 Leased
Milan, Italy 50,000 Leased
Riom, France 24,000 Owned/Leased

Clinical
Diagnostics Hercules, California 135,000 Owned/Leased
Irvine, California 185,900 Leased
Greater Seattle,
Washington 127,600 Owned/Leased
Lille, France 182,000 Owned
Paris, France 162,000 Leased
Munich, Germany 55,000 Leased
Nazareth-Eke, Belgium 30,000 Leased

Most manufacturing and research facilities also house
administration, sales and distribution activities. In addition,
we lease office and warehouse facilities in a variety of
locations around the world. The facilities are used principally
for sales, service, distribution and administration for both
segments.

The Marnes la Coquette facility near Paris, France which served
as the corporate headquarters for PSD, as well as a significant
manufacturing and research facility has been renewed until
December 31, 2005.

The Company recently completed building additional facilities at
its Northern California headquarters. Historically, adequate
space to expand sales and distribution channels has been
available and we have leased space as needed.

6

ITEM 3. LEGAL PROCEEDINGS

Note 14, "Legal Proceedings," appearing on page 27 of the Exhibit
13.1 is incorporated herein by reference.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted to a vote of the Company's
security holders during the fourth quarter of the fiscal year
covered by this report.

P A R T II

ITEM 5. MARKET FOR REGISTRANT'S COMMON STOCK AND RELATED
STOCKHOLDER MATTERS

Information Concerning Common Stock

The Company's Class A and Class B Common Stock are listed on the
American Stock Exchange with the symbols BIO and BIO.B,
respectively. The following sets forth, for the periods
indicated, the high and low prices for the Company's Class A and
Class B Common Stock.

Class A Class B
High Low High Low
2003
Fourth Quarter 65.00 48.81 65.10 47.95
Third Quarter 62.50 48.52 63.00 50.00
Second Quarter 62.85 35.35 61.00 35.00
First Quarter 39.11 33.20 44.35 32.00

2002
Fourth Quarter 45.90 36.25 44.35 37.00
Third Quarter 45.99 34.90 45.00 36.00
Second Quarter 51.00 36.30 50.25 38.50
First Quarter 38.00 27.45 37.50 27.50

On March 1, 2004 the Company had 1,308 holders of record of
Class A Common Stock and 208 holders of record of Class B Common
Stock. Bio-Rad has never paid a cash dividend and has no present
plans to pay cash dividends.

ITEM 6. SELECTED FINANCIAL DATA

The table headed "Summary of Operations and Selected Financial
Data" appearing on page 1 of Exhibit 13.1 is incorporated herein
by reference.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

The section headed "Management's Discussion and Analysis of
Results of Operations and Financial Condition" appearing on pages
34 through 44 of Exhibit 13.1 is incorporated herein by
reference.

7

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK

The section headed "Financial Risk Management" appearing on page
44 of Exhibit 13.1 is incorporated herein by reference.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The Consolidated Financial Statements and Notes thereto and the
Reports of Independent Public Accountants appearing on pages 2
through 30 of Exhibit 13.1 are incorporated herein by reference.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9a. 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
SEC's rules and forms. These disclosure controls are also
designed 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 timely
decisions regarding required 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, not absolute,
assurance of achieving the desired control objectives.
Management is also required to apply its judgment in evaluating
the cost-benefit relationship of possible controls and
procedures.

As the end of the period covered by this report, 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.
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 to provide reasonable
assurance that material information relating to the Company is
made known to management, including the Chief Executive Officer
and Chief Financial Officer, particularly during the period when
our periodic reports are being prepared.

8

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.

PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The sections labeled "Election of Directors" and "Section 16(a)
Beneficial Ownership Reporting Compliance" of the definitive
Proxy Statement mailed to stockholders in connection with the
2004 Annual Meeting of Stockholders ("the 2004 Proxy Statement")
are incorporated herein by reference.

The Company's Board of Directors has determined that Philip L.
Padou is an "audit committee financial expert," as defined in
Item 401(h) of Regulation S-K. Mr. Padou is also an
"independent" director, as determined in accordance with the
independence standards set forth in Rule 10A-3 under the
Securities Exchange Act of 1934, as amended, and Section 121A of
the American Stock Exchange Company Guide.

The Company has adopted a code of business ethics and conduct
that applies to its principal executive officer, principal
financial officer, principal accounting officer or controller and
all other employees. The Company will provide a copy of the code
of ethics to any person, without charge, upon request, by writing
to the Company at "Bio-Rad Laboratories, Inc., Investor
Relations, 1000 Alfred Nobel Drive, Hercules, CA 94547".

ITEM 11. EXECUTIVE COMPENSATION

The sections labeled "Executive Compensation and Other
Information," "Compensation of Directors," "Compensation
Committee Interlocks and Insider Participation," "Report of the
Compensation Committee of the Board of Directors" and "Stock
Performance Graph" of the 2004 Proxy Statement are incorporated
herein by reference.

9

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

The section labeled "Principal and Management Stockholders" of
the 2004 Proxy Statement is incorporated herein by reference.

(a) (b) (c)

Number of Number of
securities securities
to be issued Weighted- remaining available
upon exercise average for future issuance
of exercise under equity
outstanding price compensation plans
Plan category options, of (excluding
warrants and outstanding securities
rights options, reflected in column
warrants (a))
and rights

Equity
compensation
plans approved by
security
holders (1) 1,582,915 $ 20.04 2,862,784 (2)

Equity
compensation plans
not approved
by stockholders -- -- --
---------- ------- ----------

Total 1,582,915 $ 20.04 2,862,784
========== ======= ==========

(1) Consists of the Bio-Rad Laboratories, Inc. 1994 Stock Option
Plan, the 2003 Stock Option Plan and the Bio-Rad Laboratories, Inc.
Amended and Restated 1988 Employee Stock Purchase Plan.

(2) Consists of 918,545 shares available for issuance under the
Bio-Rad Laboratories, Inc. 1994 Stock Option Plan, 1,675,000 shares
available under the 2003 Stock Option Plan and 269,239 shares
available for issuance under the Bio-Rad Laboratories, Inc. Amended
and Restated 1988 Employee Stock Purchase Plan.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The section labeled "Certain Relationships and Related Party
Transactions" and "Compensation of Directors" of the 2004 Proxy
Statement is incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by this Item is incorporated by reference to
the section entitled "Report of the Audit Committee of the Board of
Directors" of the 2004 Proxy Statement.

10

P A R T IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
FORM 8-K

(a) 1. Index to Financial Statements

The following Consolidated Financial Statements are
included in Exhibit 13.1 and are incorporated
herein by reference pursuant to Item 8:
Page in
Exhibit 13.1
Consolidated Balance Sheets
at December 31, 2003 and 2002 2-3

Consolidated Statements of Income
for each of the three years in the
period ended December 31, 2003 4

Consolidated Statements of Cash Flows
for each of the three years in the period
ended December 31, 2003 5

Consolidated Statements of Changes in
Stockholders' Equity for each of the three
years in the period ended December 31, 2003 6

Notes to Consolidated Financial Statements 7-30

Independent Auditors' Report 31-32

Report of Independent Public Accountants 33

2. Index to Financial Statement Schedule
Page in
Form 10-K
Schedule II Valuation and Qualifying Accounts 12
Independent Auditors' Report on
Supplemental Schedule 13
Report of Independent Public Accountants
on Schedule II 14

All other financial statement schedules are omitted because
they are not required or because the required information is
included in the Consolidated Financial Statements or the Notes
thereto.

3. Index to Exhibits

The exhibits listed in the accompanying Index to Exhibits on
pages 16 through 18 of this report are filed or incorporated
by reference as part of this report.

(b) Reports on Form 8-K

None.

11

BIO-RAD LABORATORIES, INC,.
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
Years Ended December 31, 2003, 2002 and 2001
(In thousands)

Reserve for doubtful accounts receivable

Additions
Balance at Charged to Balance
Beginning Costs and at End
of Year Expenses Deductions Other of Year

2003 . . . $12,122 $4,687 $(3,831) -- $12,978
======= ====== ======= ===== =======

2002 . . . $11,509 $2,857 $(2,244) -- $12,122
======= ====== ======= ===== =======

2001 . . . $10,255 $5,200 $(3,946) -- $11,509
======= ====== ======= ===== =======

Valuation allowance for deferred tax asset

Deductions
Balance at Charged to Balance
Beginning Costs and at End
of Year Additions Expenses Other(A) of Year

2003 . . . . $12,867 $1,965 $ (432) -- $14,400
======= ====== ======= ======= =======

2002 . . . . $17,302 $1,241 $(2,342) $(3,334) $12,867
======= ====== ======= ======= =======

2001 . . . . $20,620 $4,959 $(2,793) $(5,484) $17,302
======= ====== ======= ======= =======

(A) Valuation arising from the acquisition of PSD.

12

INDEPENDENT AUDITORS' REPORT ON SUPPLEMENTAL SCHEDULE

To the Board of Directors and Shareholders of
Bio-Rad Laboratories, Inc.

We have audited the consolidated financial statements of Bio-Rad
Laboratories, Inc. and subsidiaries (the "Company") as of December 31,
2003 and 2002, and for the years then ended, and have issued our
report thereon dated March 10, 2004 (which report expresses an
unqualified opinion and includes explanatory paragraphs concerning the
Company's change in it's method of accounting for goodwill and
intangible assets and the application of procedures relating to
certain disclosures and reclassifications of consolidated financial
statement amounts related to the 2001 consolidated financial
statements that were audited by other auditors who have ceased
operations); such consolidated financial statements and report are
included in the Company's 2003 Annual Report to the Shareholders and
are incorporated herein by reference. Our audit also included the
2003 and 2002 consolidated financial statement schedule of the
Company, listed in Item 15(a)2. This consolidated financial statement
schedule is the responsibility of the Company's management. Our
responsibility is to express an opinion based on our audits. In our
opinion, the consolidated 2003 and 2002 financial statement schedules,
when considered in relation to the 2003 and 2002 basic consolidated
financial statements taken as a whole, present fairly in all material
respects, the information set forth therein. The financial statement
schedules for the year ended December 31, 2001 were audited by other
auditors who have ceased operations. Those auditors expressed an
opinion, in their report dated February 4, 2002, (February 6, 2002, as
to a subsequent event), that such 2001 financial statement schedules
considered in relation to the 2001 basic financial statements taken as
a whole (prior to the disclosures and reclassifications referred to
above), presented fairly, in all material respects, the information
set forth therein.

/s/ DELOITTE & TOUCHE LLP

San Francisco, California
March 10, 2004

13

This report is a copy of the previously issued
report covering 2001, 2000, and 1999. The
predecessor auditors have not reissued their report.

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ON SCHEDULE II

To Bio-Rad Laboratories, Inc.:

We have audited in accordance with auditing standards generally
accepted in the United States, the consolidated financial statements
included in Bio-Rad Laboratories, Inc.'s annual report to stockholders
incorporated by reference in this Form 10-K, and have issued our
report thereon dated February 4, 2002. Our audits were made for the
purpose of forming an opinion on those statements taken as a whole.
The schedule listed in the index, Item 14(a)2, is the responsibility
of the Company's management and is presented for the purposes of
complying with the Securities and Exchange Commission's rules and is
not part of the basic financial statements. This schedule has been
subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, fairly states in all
material respects the financial data required to be set forth therein
in relation to the basic financial statements taken as a whole.

ARTHUR ANDERSEN LLP

San Francisco, California
February 4, 2002

14

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

BIO-RAD LABORATORIES, INC.

By:/s/ Sanford S. Wadler
---------------------
Sanford S. Wadler
Secretary

Date: March 12, 2004

Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf
of the registrant and in the capacities and on the dates indicated.

Principal Executive Officer:

/s/ Norman Schwartz President and Director March 12, 2004
(Norman Schwartz)

Principal Financial Officer
Vice President,
/s/ Christine A. Tsingos Chief Financial Officer March 12, 2004
(Christine A. Tsingos)

Principal Accounting Officer:

/s/ James R. Stark Corporate Controller March 12, 2004
(James R. Stark)

Other Directors:

/s/ James J. Bennett Director March 12, 2004
(James J. Bennett)

/s/ Albert J. Hillman Director March 12, 2004
(Albert J. Hillman)

/s/ Ruediger Naumann-Etienne Director March 12, 2004
(Ruediger Naumann-Etienne)

/s/ Philip L. Padou Director March 12, 2004
(Philip L. Padou)

/s/ Alice N. Schwartz Director March 12, 2004
(Alice N. Schwartz)

/s/ David Schwartz Director March 12, 2004
(David Schwartz)

15

BIO-RAD LABORATORIES, INC.
INDEX TO EXHIBITS
ITEM 14(a)3

Exhibits 32.1 and 32.2 are furnished herewith and should not be deemed
to be "filed under the Securities Exchange Act of 1934."

Exhibit No.
----------
3.1 Restated Certificate of Incorporation, as of
February 8, 2002. (1)

3.2 Bylaws of the Registrant, as amended February 19,
1980. (2)

4.1 Credit Agreement dated as of September 9, 2003 among
Bio-Rad Laboratories, Inc., the lenders, Bank One,
N.A., as Administrative Agent, Wells Fargo Bank, N.A.
And Union Bank of California, N.A., as Syndication Agents
and ABN AMRO Bank N.V. and BNP Paribas, as Documentation
Agents. (3)

4.2 Pledge Amendment dated as of September 9, 2003 among Bio-Rad
Laboratories, Inc., and Bank One, N.A., as contractual
representative. (3)

4.3 Security Agreement dated as of September 9, 2003 among Bio-
Rad Laboratories, Inc., as Grantor and Bank One N.A., as
Administrative Agent. (3)

4.4 The Indenture dated as of August 11, 2003 for 7.50% Senior
Subordinated Notes due 2013 among Bio-Rad Laboratories,
Inc., as Issuer, and Wells Fargo Bank, N.A., as Trustee. (3)

4.5 The Exchange and Registration Rights Agreement dated as of
August 11, 2003 for 7.50% Senior Subordinated Notes due
2013. (3)

10.4 1994 Stock Option Plan. (7)

10.4.1 Amendment to the Bio-Rad Laboratories, Inc. 1994 Stock
Option Plan dated April 28, 1998. (8)

10.4.2 Second Amendment to the Bio-Rad Laboratories, Inc. 1994
Stock Option Plan dated December 6, 1999. (8)

10.4.3 Third Amendment to the Bio-Rad Laboratories, Inc. 1994 Stock
Option Plan dated September 19, 2000. (8)

10.4.4 Fourth Amendment to the Bio-Rad Laboratories, Inc. 1994
Stock Option Plan dated April 25, 2001.

10.5 Amended and Restated 1988 Employee Stock Purchase Plan.(9)

10.5.1 Amendment to the Amended 1988 Employee Stock Purchase Plan.

16

10.6 Employees' Deferred Profit Sharing Retirement Plan (Amended
and Restated effective January 1, 1997). (11)

10.7 2003 Stock Option Plan. (12)

10.10 Non-competition and employment continuation agreement with
James J. Bennett. (11)

10.12 Split Dollar Life Insurance Agreement dated September 17,
1999 between the Schwartz Irrevocable Descendants Trust and
Bio-Rad Laboratories, Inc. (4)

13.1 Excerpt from Annual Report to Stockholders' for the fiscal
year ended December 31, 2003, (to be deemed filed only to
the extent required by the instructions to exhibits for
reports on Form 10-K).

21.1 Listing of Subsidiaries.

23.1 Consent of Independent Public Accountants.

31.1 Certification of Chief Executive Officer Required by Rule
13a(14(a) (17 CFR 240.13a-14(a)).

31.2 Certification of Chief Financial Officer Required by Rule
13a(14(a) (17 CFR 240.13a-14(a)).

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

32.2 Certification of Chief Financial Officer Pursuant to 18
U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.

______________________________________________________________

(1) Incorporated by reference from Exhibits to the Company's
Form 10-K filing for the fiscal year ended December 31,
2001, dated March 28, 2002.

(2) Incorporated by reference from the Exhibits to the Company's
Registration Statement on Form S-7 Registration No. 2-66797,
which became effective
April 22, 1980.

(3) Incorporated by reference from Exhibits to the Company's
Form S-4 dated September 19, 2003.

(4) Incorporated by reference from the Exhibits to the Company's
Form 10-K filing for the fiscal year ended December 31,
1999, dated March 28, 2000.

(5) Incorporated by reference from Exhibits to the Company's
September 30, 2002, Form 10-Q filing dated November 13,
2002.

17

(6) Incorporated by reference from Exhibits to the Company's
June 30, 2000, Form 10-Q filing dated August 14, 2000.

(7) Incorporated by reference from the Exhibits to the Company's
Form S-8 filing, dated April 28, 1994.

(8) Incorporated by reference from the Exhibits to the Company's
Form 10-K filing for the fiscal year ended December 31,
2000, dated March 28, 2001.

(9) Incorporated by reference from the Exhibits to the Company's
September 30, 1998, Form 10-Q filing dated November 10,
1998.

(10) Incorporated by reference from the Exhibits to the Company's
September 30, 1997, Form 10-Q filing dated November 13,
1997.

(11) Incorporated by reference from the Exhibits to the Company's
Form 10-K filing for the fiscal year ended December 31,
1996, dated March 26, 1997.

(12) Incorporated by reference from Exhibits to the Company's March
31, 2003, Form 10-Q filing dated May 13, 2003.

18