**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C.20549**

 

**Form 10-Q/A**

 

**AmendmentNo. 1**

 

**x****     ****QUARTERLY REPORT PURSUANT TOSECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT of 1934**

 

**Forthe quarterly period ended March 31, 2010**

 

**o****        ****TRANSITION REPORT PURSUANTTO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT of 1934**

 

**Forthe transition period from                to                **

 

**CommissionFile Number 000-30833**

 

**BRUKER CORPORATION**

(Exact name ofregistrant as specified in its charter)

 

| **Delaware**                                                           | ** ** | **04-3110160**                              |
|------------------------------------------------------------------------|------------|---------------------------------------------|
| (State or other  jurisdiction of

 incorporation or organization) |       | (I.R.S. Employer

 Identification No.) |

 

**40Manning Road, Billerica, MA 01821**

 (Address of principal executive offices) (ZipCode)

 

Registrant’stelephone number, including area code:**(978) 663-3660**

 

Indicate by check markwhether the registrant (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding12 months (or for such shorter period that the registrant was required tofile such reports), and (2) has been subject to such filing requirementsfor the past 90 days.  Yes x  No o

 

Indicate by check markwhether the registrant has submitted electronically and posted on its corporateWeb site, if any, every Interactive Data File required to be submitted andposted pursuant to Rule 405 of Regulation S-T during the preceding 12months (or for such shorter period that the registrant was required to submitand post such files).  Yes o  No o

 

Indicate by check markwhether the registrant is a large accelerated filer, an accelerated filer, anon-accelerated filer or a smaller reporting company. See the definitions of “acceleratedfiler, large accelerated filer, smaller reporting company” in Rule 12b-2of the Exchange Act. (Check one):

 

| Large  accelerated filer o                |   | Accelerated  filer x    |
|------------------------------------------------|--------|------------------------------|
|                                           |   |                         |
| Non-accelerated  filer o                  |   | Smaller  reporting company o |
| (Do not check if  a smaller reporting company) |   |                         |

 

Indicate by check markwhether the registrant is a shell company (as defined in Rule 12b-2 of theExchange Act).  Yes o  No x

 

Indicate the number ofshares outstanding of each of the issuer’s classes of common stock, as of thelatest practicable date.

 

| **Class**                                | ** ** | **Outstanding  at May 3, 2010** |
|------------------------------------------|------------|--------------------------------------|
| Common Stock,  $0.01 par value per share |       | 164,685,449  shares                  |

 

 

 

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**EXPLANATORYNOTE**

 

ThisAmendment No.1 on Form 10-Q/A amends Bruker Corporation’s Quarterly Reporton Form 10-Q for the period ended March 31, 2010, as initially filedwith the Securities and Exchange Commission on May 10, 2010 (the “Report”).  This Amendment No.1 is being filed to amend Part II,Item 6 of the Report to file Exhibit 2.5, which was inadvertently omittedfrom the original Report.

 

Thisamendment does not reflect events after the filing of the original Report anddoes not modify or update disclosures as originally filed, except as requiredto reflect the additional information provided herein.

 
| Part II — Other Information |
|---------------------------------------|
| ITEM 6.                               | EXHIBITS |

 
| **Exhibit********No.** | ** ** | **Description**                                                                                                                                                                               |
|------------------------|------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 2.5                    |       | Asset Purchase  Agreement dated as of March 9, 2010 between Agilent  Technologies, Inc. and the Registrant(1)                                                                       |
| 31.1                   |       | Certification by Chief  Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of  2002(1)                                                                                  |
| 31.2                   |       | Certification by Chief  Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of  2002(1)                                                                                  |
| 32.1                   |       | Certification  by Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002(2) |

 

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(1) Filedherewith.

(2) Furnishedherewith.

 

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**SIGNATURES**

 

Pursuant to therequirements of the Securities Exchange Act of 1934, the registrant has dulycaused this report to be signed on its behalf by the undersigned, thereuntoduly authorized.

 
|                    | BRUKER CORPORATION |
|-------------------------|--------------------|
|                    |               |   |
| Date: May 25, 2010 | By:                | /s/ Frank H. Laukien |
|                    |               | Frank H. Laukien, Ph.D. |
|                    |               | President, Chief  Executive Officer and Chairman  (Principal Executive Officer) |
|                    |               |   |
| Date: May 25, 2010 | By:                | /s/ Brian P. Monahan |
|                    |               | Brian P. Monahan |
|                    |               | Chief Financial Officer  (Principal Financial Officer) |

 

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