Exhibit
10.96
 ***Text Omitted and Filed Separately
with the Securities and Exchange Commission.
Confidential Treatment Requested
Under 17 C.F.R. Sections 200.80(b)(4)
and 240.24b-2.
 AMENDMENT NO. 11 TO
AGREEMENT
 Amendment No. 11 Amendment Effective Date Gen-Probe Novartis Agreement
 Recitals
     Agreement
  Applicable Purchase Price
  1




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1.2.1
    
    With respect to each Initial Blood Screening Assay, and each
Future Blood Screening Assay which includes as a constituent element an assay
for HCV (other than those sold pursuant to Sections 3.1.4(b) or 3.6), and
except as set forth in Section 1.2.2 below, each to the extent sold after
January 1, 2009, an amount equal to the sum of:
 (a)
    
    Fifty percent (50%) of Gen-Probes
Manufacturing Cost of such Blood Screening Assay, plus(b)
    
    The percentage specified in Attachment Afor
the calendar year in which such Blood Screening Assay is sold,
multiplied by the Net Sales of such Blood Screening Assay for the
applicable period pursuant to Section 3.1.6(b).
  1.2.3
    
    With respect to each Future Blood Screening Assay that does
not include as a constituent element an assay for HCV sold after January 1,
2009, an amount equal to the sum of:
 (a)
    
    Fifty percent (50%) of Gen-Probes
Manufacturing Cost of such Future Blood Screening Assay, plus(b)
    
    Fifty percent (50%) of Net Sales of such Blood
Screening Assay for the applicable period pursuant to Section 3.2.7(b)
(except that solely for the purpose of this Section 1.2.3 such sales
shall not include sales by any distributor of Chiron, but shall instead
include sales by Chiron to all such distributors, so long as the sales
price is within industry standards for distributor margins).
 provided however
 provided
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Blood Screening Instruments .
 Attachment B
 Blood Screening Term
 Blood Screening Term
 Payment of Applicable Purchase Price; Reports
 Payment of HIV Patent Royalties . Attachment C, t
 Non-Competition; New and Alternative Technologies
 New Technology
 ***Confidential Treatment Requested
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Alternative Technology Identified by Gen-Probe
 ***Confidential Treatment Requested
 4




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Alternative Technology Identified by Novartis (Option 1) without (Option 2)
 Option 1
 ***Confidential Treatment Requested
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Option 2 Option 2
  ***Confidential Treatment Requested
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Initiation of Companion Diagnostic Program .
 Other Provisions .
 Board Approval
 Public Announcement provided
 Restated Agreement
 ***Confidential Treatment Requested
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No Other Amendment .
 Counterparts .
  GEN-PROBE INCORPORATED
    
    NOVARTIS VACCINES & DIAGNOSTICS, INC.By:
    
    /s/ Henry L. Nordhoff

Henry L. Nordhoff
    
    By:
    
    /s/ Andrin Oswald, M.D.

Andrin Oswald, M.D.Its:
    
    Chief Executive Officer
    
    
    
    Its:
    
    Chief Executive OfficerDate:
    
    January 15, 2009
    
    
    
    Date:
    
    January 22, 2009
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Attachment
A
Percentages for Use in Calculating
Applicable Purchase Price Pursuant to Section 1.2.1
 Calendar Year
    
    Applicable Percentage2009
    
    44%2010
    
    46%2011
    
    46%2012
    
    47%2013
    
    47%2014
    
    48%2015 and all subsequent years 
during the Blood Screening Term
    
    50%
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Attachment B
 Terms and Conditions for the Development
of the Panther Instrument for the Blood Screening Field
     ***Confidential Treatment Requested
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***Confidential Treatment Requested
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Attachment
C
Conditions For Gen-Probes Agreement
To Contribute To HIV Patent Payments
  ***Confidential Treatment Requested
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***Confidential Treatment Requested
 13