<PAGE>
 
================================================================================
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                --------------
                                   FORM 10-Q
(Mark One)

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

      For the quarterly period ended September 30, 1996
                                     --------------------

                                      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  0-14991
                                                -------

                            LIFE TECHNOLOGIES, INC.
            (Exact name of registrant as specified in its charter)


            Delaware                                    34-0431300
            (State or other jurisdiction                (I.R.S. Employer
            of incorporation or organization)           Identification No.)

            8717 Grovemont Circle, Gaithersburg, MD     20877
            (Address of principal executive offices)    (Zip Code)
                               -----------------


      Registrant's telephone number, including area code: (301) 840-8000


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

               Class                          Outstanding at October 24, 1996
               -----                         ----------------------------------
      Common Stock, par value $.01 per share           22,940,980 shares

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<PAGE>
 
                                    PART I
                                    ------
                             FINANCIAL INFORMATION
                             ---------------------

Item 1.      Financial Statements
             --------------------


                       CONSOLIDATED STATEMENT OF INCOME
                 (amounts in thousands, except per share data)
<TABLE>
<CAPTION>
 
                                    Three months ended               Nine months ended
                                       September 30,                   September 30,
                                ---------------------------  -------------------------------
                                   1996      1995    Change     1996         1995     Change
-----------------------------------------------------------  -------------------------------
<S>                             <C>       <C>       <C>      <C>          <C>         <C>
Revenues:
  Net sales                     $77,064   $66,981     + 15%  $231,124     $202,077     + 14%
  Net royalties                     425        67        -        559           67        -
                                -------   -------            --------     --------
                                 77,489    67,048     + 16%   231,683      202,144     + 15%
Operating expenses:
  Cost of sales                  37,298    33,012     + 13%   109,857      102,376     +  7%            
  Marketing and                  24,764    22,199     + 12%    75,292       63,250     + 19%            
    administrative                                                                                      
  Research and development        4,797     3,756     + 28%    14,103       11,814     + 19%            
  Gain on product line                                                                                  
    disposal                          -         -        -     (2,569)           -        -             
                                -------   -------            --------     --------
    Total operating expenses     66,859    58,967     + 13%   196,683      177,440     + 11%
                                -------   -------            --------     -------- 
Operating income                 10,630     8,081     + 32%    35,000       24,704     + 42%
 
Other income (expense):
  Investment income                 166       149     + 11%       503          514     -  2%            
  Interest expense                   (5)      (20)    - 75%       (89)         (25)    +256%            
  Other, net                         (9)      124        -       (111)         367        -             
                                -------   -------            --------     -------- 
    Total other income              152       253     - 40%       303          856     - 65%
                                -------   -------            --------     -------- 
Income before income taxes       10,782     8,334     + 29%    35,303       25,560     + 38%            
Income taxes                      3,882     2,917     + 33%    12,709        8,946     + 42%            
                                -------   -------            --------     --------
Income before minority            6,900     5,417     + 27%    22,594       16,614     + 36%
    interests
Minority interests                 (269)      (50)       -       (986)         (11)       -
                                -------   -------            --------     --------
Net income                      $ 6,631   $ 5,367     + 24%  $ 21,608     $ 16,603     + 30%
                                =======   =======            ========     ========     
 
Average shares outstanding       23,574    23,012     +  2%    23,445       22,850     +  3%
                                =======   =======            ========     ========     
 
Net income per share              $0.28     $0.23     + 22%  $   0.92     $   0.73     + 26%
                                =======   =======            ========     ========     
 
Dividends per share               $0.04   $0.0333     + 20%  $ 0.1133     $   0.10     + 13%
                                =======   =======            ========     ========     
</TABLE>

Prior period share and per share amounts have been adjusted for a 3 for 2 stock
split effected on August 28, 1996.
Amounts are unaudited.


                                       2
<PAGE>
 
Part I - Financial Statements (continued)

<TABLE> 
<CAPTION>  
 
                          CONSOLIDATED BALANCE SHEET
                 (amounts in thousands, except per share data)
                                                  September 30,      December 31,
                                                          1996              1995
---------------------------------------------------------------------------------
<S>                                               <C>                <C>
ASSETS
Current assets:
  Cash and cash equivalents                           $ 22,282         $ 23,201
  Accounts receivable, net                              55,379           48,722
  Inventories:                                        
    Materials and supplies                              11,595           10,508
    In process and finished                             52,103           56,598
    LIFO reserve                                        (3,932)          (6,261)
                                                      --------         --------
    Total inventory                                     59,766           60,845
  Prepaid expenses                                       3,419            3,697
  Current deferred tax assets                            5,142            5,557
                                                      --------         --------
    Total current assets                               145,988          142,022
 
Property, plant and equipment                          118,019           89,691
    Less accumulated depreciation                      (43,315)         (37,830)
                                                      --------         --------
    Total property, plant and equipment                 74,704           51,861
                                                  
Investments and other assets                             9,291            8,671
Excess of cost over net assets of                 
  businesses acquired, net                              14,608            6,190
                                                      --------         --------
    Total assets                                      $244,591         $208,744
                                                      ========         ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Short-term debt                                     $  1,177         $  1,934
  Accounts payable                                      17,449           15,102
  Dividends payable                                        917              759
  Income taxes                                          17,251           13,645
  Accrued liabilities and expenses                      22,638           13,821
                                                      --------         --------
    Total current liabilities                           59,432           45,261
 
Long-term debt                                           1,086            1,451
Deferred items                                           2,935            2,421
Deferred income taxes                                    2,221            2,352
Minority interests                                       5,138            3,334
                                                      --------         --------
    Total liabilities                                   70,812           54,819
 
Stockholders' equity:
  Common stock                                             229              152
  Additional paid-in capital                            48,001           45,995
  Retained earnings                                    127,459          108,444
  Currency exchange effects                             (1,910)            (666)
                                                      --------         --------
    Total stockholders' equity                         173,779          153,925
                                                      --------         --------
    Total liabilities and stockholders' equity        $244,591         $208,744
                                                      ========         ========
 
Equity per share                                      $   7.58         $   6.76
</TABLE>


Prior period per share amounts have been adjusted for a 3 for 2 stock split
effected on August 28, 1996.
Amounts as of September 30, 1996 are unaudited.


                                       3
<PAGE>
 
Part I - Financial Statements (continued)
<TABLE>
<CAPTION>
 
                CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                            (amounts in thousands)
                                                      Nine months ended
                                                         September 30,
                                                     ------------------
                                                      1996        1995
-----------------------------------------------------------------------
<S>                                                <C>        <C> 
CASH INFLOWS (OUTFLOWS)
Operations:
  Net income                                       $21,608     $16,603
  Non-cash items:                  
    Depreciation and amortization                    7,562       5,745  
    Gain on product line disposal                   (2,569)          -  
    Other                                              483        (621) 
  Changes in assets and liabilities                  7,318      (4,511) 
                                                   -------     -------
                                                    34,402      17,216 
Investments:
  Capital expenditures                             (23,607)     (7,752) 
  Proceeds from product line disposal                2,569           -  
  Acquisitions                                     (11,104)       (724) 
  Advance to affiliate                                (500)          -  
                                                   -------     -------  
                                                   (32,642)     (8,476) 
Financing:
  Dividends paid                                    (2,435)     (2,250) 
  Proceeds from exercise of stock options            1,736       2,299  
  Loan repayments                                     (920)          -  
                                                   -------     -------  
                                                    (1,619)         49  
                                                                        
Effect of exchange rate changes on cash             (1,060)        (19) 
                                                   -------     -------  
Increase in cash and cash equivalents                 (919)      8,770 
Cash included from consolidation of a subsidiary
  which became majority owned in 1995                    -       2,134 
Cash and cash equivalents at beginning of period    23,201      13,246 
                                                   -------     ------- 
Cash and cash equivalents at end of period         $22,282     $24,150  
                                                   =======     =======  
</TABLE>
Amounts are unaudited.


Notes To Financial Statements:
----------------------------- 

In the opinion of the Company's management, the unaudited financial statements
reflect all adjustments (which consist of normal recurring adjustments)
necessary to present a fair statement of the results for the interim periods.

The results for the three-month and nine-month periods ended September 30, 1996
are not necessarily indicative of the results for the entire year 1996.

Net income per share figures in the Consolidated Statement of Income are based
on the weighted average number of shares and common stock equivalents
outstanding as indicated for each period. Prior period share and per share
amounts have been adjusted for a 3 for 2 stock split effected on August 28,
1996.



                                       4
<PAGE>
 
Part I - (continued)

The Company has reviewed the status of its contingencies and believes there are
no material changes from that disclosed in Form 10-K for the year ended 
December 31, 1995. The financial data included herein have been reviewed by the
registrant's independent public accountants, Coopers & Lybrand L.L.P., and their
report is attached.

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

Third Quarter Results

Revenues were $77.5 million for the third quarter of 1996, an increase of 16%
over the comparable quarter of 1995.  Sales of products other than fetal bovine
serum ("FBS") increased by 18%, when comparing the third quarter of 1996 with
the comparable period in 1995 and excluding the effect of changes due to
different currency translation rates. Third quarter 1996 FBS sales were $0.4
million greater than in the third quarter of 1995. Higher unit sales for FBS
increased net sales by $1.9 million and lower FBS unit selling prices decreased
net sales by $1.5 million. FBS sales represented 14% of net sales in the third
quarter of 1996 and 15% in the third quarter of 1995. The effect of changes in
currency exchange rates decreased third quarter 1996 net sales by $0.8 million,
or 1%, when compared with the third quarter of 1995. Royalty income was $0.4
million in the third quarter of 1996 compared with almost $0.1 million in the
third quarter of 1995. Royalty income in both periods is primarily from
licensing fees.

Gross margins were 51.6% of net sales in the third quarter of 1996 compared with
50.7% in the third quarter of 1995. Gross margins improved in the 1996 period as
FBS gross margins increased and the Company realized higher gross margins in
Japan. FBS gross margins improved as FBS unit costs declined at a faster rate
than the decline in unit selling prices. Gross margins in Japan were higher
principally as result of the Company's consolidating the results of its Japanese
subsidiary upon the acquisition of a controlling interest in that subsidiary in
September 1995. The Company reduced its LIFO reserves in the amount of $0.9
million during the third quarter of 1996.

Marketing and administrative expenses were 32.1% of net sales in the third
quarter of 1996 and 33.1% in the third quarter of 1995. Research and development
expenses were $4.8 million for the quarter ended September 30, 1996,
representing a 28% increase when compared with the $3.8 million reported in the
third quarter of 1995.

Other income decreased 40% when comparing the third quarter of 1996 with the
third quarter of the previous year, principally because the 1995 period included
$0.2 million in equity income related to its then unconsolidated Japanese
subsidiary where no similar equity income was reported in 1996.

The Company's effective income tax rate of 36% in the third quarter of 1996
compared with 35% in the third quarter of the previous year.

Third quarter 1996 net income of $6.6 million increased 24% over the comparable
period a year earlier.  Net income per share of $0.28 in the third quarter of
1996 were 22% greater than the $0.23 per share reported in the prior year's
third quarter.



                                       5
<PAGE>
 
Part I - (continued)


Income attributed to minority interests is principally related to earnings from
the Company's serum collection joint venture and its Japanese subsidiary.

Nine Months Results

For the nine months of 1996, revenues were $231.7 million, an increase of $29.5
million, or 15%, over the comparable period of 1995.  Sales of products other
than FBS increased by 18%, when comparing the first nine months of 1996 with the
comparable period in 1995 and excluding the effect of changes due to different
currency translation rates. FBS sales were $0.7 million higher than in the
comparable period of 1995. Higher unit sales for FBS increased net sales by $1.7
million and lower FBS unit selling prices decreased net sales by $1.0 million.
FBS sales represented 14% of net sales in the first nine months of 1996 and 16%
in the comparable period of 1995. The impact of consolidating the results of the
Company's Japanese subsidiary represented almost 5% of the 14% increase in  net
sales. Changes in currency exchange rates used to translate sales to U.S.
dollars decreased net sales in the first nine months of 1996 by $1.7 million, or
1%, when compared with the first nine months of last year. Royalty income in the
first nine months of 1996 increased by $0.5 million to $0.6 million.

Gross margins for the first nine months of 1996 were 52.5% of net sales compared
with 49.3% in the first nine months of 1995.  Gross margins improved in the 1996
period as FBS gross margins increased and the Company realized higher gross
margins in Japan.  FBS gross margins improved as FBS unit costs decreased at a
faster rate than FBS unit selling prices when comparing the 1996 period with the
first nine months of 1995. Gross margins in Japan were higher principally as a
result of the Company's consolidating the results of its Japanese subsidiary
upon the acquisition of a controlling interest in that subsidiary. The Company
reduced its LIFO reserves in the amount of $2.3 million during the first nine
months of 1996.

Marketing and administrative expenses represented 32.6% of net sales in the
first nine months of 1996 and 31.3% of net sales in the comparable period of
1995. The increase as a percentage of sales was mostly the result of the
Company's consolidating the sales and expenses of its Japanese subsidiary.
Research and development expenses were $14.1 million in the first nine months of
1996, representing a 19% increase over the $11.8 million reported in the first
nine months of 1995.

Operating income of $35.0 million for the first nine months of 1996 increased
42% compared with operating income of $24.7 million for the first nine months of
1995. A gain on the product line disposal represented 10% of the 42% operating
income improvement.  Other income decreased 65% when comparing the first nine
months of 1996 with the comparable period of the previous year, mostly because
equity income fell from $0.5 million in 1995 to zero in 1996.

The Company's effective income tax rate was 36% in the first nine months of 1996
and 35% in the first nine months of 1995.

Net income of $21.6 million for the first nine months of 1996 was 30% greater
than the $16.6 million for the comparable period in 1995.   Net income per share

                                       6
<PAGE>
 
Part I - (continued)


of $0.92 in the first nine months of 1996 represented a 26% increase over
earnings per share in the comparable period of 1995.

Income attributed to minority interests is principally related to earnings from
the Company's serum collection joint venture and its Japanese subsidiary.


Liquidity and Capital Resources

Operating activities provided $34.4 million in cash during the first nine months
of 1996. Net income after adjustments for depreciation and amortization was the
principal source of cash from operations in 1996.  Working capital was a source
of cash during the first nine months of 1996.  Apart from receivables, which
increased principally due to sales increases, all other major components of
working capital were a source of cash in the first nine months of 1996.
Inventory values fell due to effective inventory management and lower unit
costs. Amounts due for supplies, taxes and accrued expense increased largely due
to the timing of payments.

The Company paid $23.6 million for capital expenditures in the first nine months
of 1996. Approximately $12.8 million of the capital expenditures in 1996 related
to the Company's new corporate R&D center in Maryland and another $4.7 million
was for other facilities upgrades and improvements elsewhere around the world.
The Company also completed its acquisition of Custom Primers Inc., a custom
oligonucleotide producer, for $7.1 million. The purchase agreement provides for
possible earn-out contingencies based on sales of oligonucleotides over the next
five years. The Company paid $3.7 million for an additional 29% interest in its
Japanese subsidiary and $0.3 million in deferred payments related to a European
acquisition.

Cash used for financing activities included $2.4 million for dividend payments
paid in the first nine months of 1996.  The Company paid $0.9 million to a joint
venture partner to reduce an outstanding loan. The exercise of stock options
provided $1.7 million in the first nine months of 1996.

Capital expenditures in 1996 are expected to range from $35-40 million. The
Company expects to spend approximately $20-25 million in 1996 for its new
corporate R&D center in Maryland and another $5-10 million for other facilities
upgrades and improvements elsewhere around the world. The balance of the
expected 1996 capital spending is anticipated to be for new and replacement
machinery, equipment and management information systems.  The Company believes
it will be able to generate sufficient cash from its operations and its existing
credit lines to meet its anticipated working capital and capital expenditure
requirements in 1996.

The Company continues to evaluate licensing possibilities, as well as
acquisition candidates which complement the Company's core cell and molecular
biology and cell culture product lines.  The Company may fund these transactions
using cash from operations, debt, equity or other sources.

                                       7
<PAGE>
 
                          PART II - OTHER INFORMATION
                          -------   -----------------


Item 1.  Legal Proceedings - Not applicable.
         -----------------                  

Item 2.  Changes in Securities - Not applicable.
         ---------------------                  

Item 3.  Defaults Upon Senior Securities - Not applicable.
         -------------------------------                  

Item 4.  Submission of Matters to a Vote of Security Holders - Not applicable.
         ---------------------------------------------------                  

Item 5.  Other Information - Not applicable.
         -----------------                  

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

    (a)   Exhibits:

          11.   Statement re computation of per share earnings.

          15.   Letter re unaudited interim financial statements.

          27.   Financial data schedule

    (b)   Reports on Form 8-K.

          There were no reports on Form 8-K filed for the three months ended
          September 30, 1996.

     

                                       8
<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.



                                LIFE TECHNOLOGIES, INC.



Date:  Oct. 28, 1996            By: /s/ Joseph C. Stokes, Jr.
                                ---------------------------------
                                Joseph C. Stokes, Jr.
                                Senior Vice President
                                   and Chief Financial Officer
                                (Principal Financial Officer
                                and Authorized Signatory)



                                By: /s/ C. Eric Winzer
                                ----------------------------------
                                C. Eric Winzer
                                Controller
                                (Principal Accounting Officer)

                                       9
<PAGE>
 
                       REPORT OF INDEPENDENT ACCOUNTANTS


To the Stockholders and Board of Directors
Life Technologies, Inc.


We have reviewed the accompanying consolidated balance sheet of Life
Technologies, Inc. and its subsidiaries as of September 30, 1996 and the related
consolidated statements of income for the three-month and nine-month periods
ended September 30, 1996 and 1995, and the related condensed consolidated
statements of cash flows for the nine-month periods then ended.  These financial
statements are the responsibility of the Company's management.

We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants.  A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters.  It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole.  Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying consolidated financial statements referred to above
for them to be in conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of December 31, 1995 and the
related consolidated statements of income, stockholders' equity and cash flows
for the year then ended (not presented herein), and in our report dated January
22, 1996 we expressed an unqualified opinion on those consolidated financial
statements.



                       /s/ Coopers & Lybrand L.L.P.
                       COOPERS & LYBRAND L.L.P.



Rockville, Maryland
October 9, 1996

                                       10
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------

   
                                                                Page
                                                                ----

Exhibit 11    Statement re computation of per share earnings    12-14
 
Exhibit 15    Letter re unaudited interim financial statements  15-16
 
Exhibit 27    Financial data schedule                           17
 

                                       11