Good afternoon. My name is Christian and I will be your conference operator today. At this time I would like to welcome everyone to the Millipore Fourth Quarter Full Year 2008 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speakers' remarks, there will be a question-and-answer session. (Operator instructions) Thank you. I would now like to turn the call over to Mr. Joshua Young, Director of Investor Relations for Millipore. Please go ahead, sir.

Thank you very much. Good evening. I would like to welcome everyone to Millipore’s fourth quarter 2008 earnings conference call. My name is Joshua Young and I am the Director of Investor Relations for Millipore. Joining me on today’s call are Martin Madaus, Chairman, President and CEO; and Charlie Wagner, Chief Financial Officer. In addition to Monday's acquisition announcement and the earnings release we issued earlier today, we will also be referencing a slide presentation as part of today’s call. The presentation can be viewed by clicking on the webcast link on millipore.com, or by accessing Millipore’s investor relations website. A PDF copy of the slides will be posted to our website after the call. We will also be highlighting non-GAAP information. A reconciliation of our GAAP financials to our non-GAAP financial measures will be posted on the website after the call as well. Before we begin, I will make the usual Safe Harbor statement that during the course of this conference call, we will make forward-looking statements regarding future events or the financial performance of the company that involves risks and uncertainties. The company’s actual results may differ materially from the projections described in such statements. Factors that might cause such differences include but are not limited to those discussed in today’s earnings release and in our Form 10-K, as well as other subsequent SEC filings. Also note that the following information is related to current business conditions and our outlook as of today, February 5, 2009. Consistent with our prior practice, we do not intend to update our projections based on new information, future events or other reasons prior to the release of our first quarter 2009 financial results in late April. Now, I would like to turn the call over to Martin Madaus.

Thanks, Joshua; and good evening. I will speak briefly about the fourth-quarter results before giving you a more detailed commentary about our 2008 performance. Millipore's financial results in the fourth quarter were in line with our expectations. The Bioscience division delivered strong performance, while the Bioprocess division reported a modest decline in revenues. We generated – I would say outstanding free cash flow while adapting our cost structure and making investments for long-term growth. Fourth quarter revenues were approximately $397 million, which represents a 2% decline from last year. If we exclude changes in foreign currency rates, revenues in the quarter grew about 2%. For the full year 2008, we reported revenues of approximately $1.6 billion, which represents 5% growth. Excluding changes in foreign currency exchange rates, revenues grew 1% in 2008 and on this slide you can see now I show our reported revenues since 2004. We really have become a more innovative company and we really added very important scale to our business are generating about 16% compound annual growth rate during that time. I would characterize the fourth quarter similar to the way I would characterize Millipore's performance during the last 12 months. Clearly, 2008 was a tough year. It was a year in which we faced challenges in our largest biotech accounts, resulting into a disappointing top line growth. But despite these difficult circumstances, I am very proud how Millipore employees responded to the challenges and executed initiatives quickly that helped us to align our cost structure and compensate for lower revenue growth. Additionally, we also launched a program to improve our working capital and we saw the early results from these efforts in Q4 as inventory and accounts receivable were sources of cash flow for the company. Now these efforts, combined with strong revenue growth…

Thanks, Martin. I will now provide some additional details on Q4 and full-year 2008 financial performance. And I'll begin with a discussion of our GAAP performance in the quarter. Revenues declined 2% from the fourth quarter last year with changes in foreign exchange rates negatively impacting reported results by about 4 percentage points. Our GAAP operating margin decreased to 11.7% from 16.9% in Q4 2007, and earnings per share were $0.60, compared to $0.81 in Q4 2007. The decrease in EPS is primarily due to a lower gross margin as a result of higher costs from the second phase of the global supply chain program we announced last quarter. These expenses adversely affected our gross margin by approximately 70 basis points during the quarter, and we also wrote down the value of a fixed asset by $6 million based on a current assessment of the property’s expected realizable value. Martin already provided a divisional view of our revenue dynamics, so I'll add some color from a geographic perspective. Excluding the effects of foreign currency translation, revenues in the Americas declined by 1% compared to the fourth quarter last year. Europe increased 3% and Asia-Pacific revenues grew 7% in Q4 2008. Of particular note this quarter was the performance of a bioscience division in Europe, which generated double-digit growth in the region. Our bioprocess division’s revenues remained somewhat soft in Europe during in Q4, but we did not experience any sequential weakness from what we reported last quarter. On the next slide show up our Q4 2008 non-GAAP operating results, and I'd encourage you to review the non-GAAP reconciliation table in the press release for the detail of our adjustments. Our Q4 2008 non-GAAP gross margin of 54% decreased 80 basis points on a year-over-year basis due primarily to impact of…

Thank you and please assemble the Q&A roster.

(Operator instructions) Our first question comes from the line of Jon Wood with Banc of America Securities. Please go ahead with your question. Jon Wood – Banc of America Securities: Hi, thanks a lot. Martin, did you say, did you give the Guava revenue number, I'm sorry if I missed that.

Last year’s revenue number was $21.9 million. Jon Wood – Banc of America Securities: $22 million – and how much of that went through use, so basically incrementally, what is it adding incrementally to the top line?

You have that Charlie?

Yes, we are not going to break that out Jon. But in the guidance we've given, the assumption is for the acquisition will add about 1 percentage point for the growth rate. Jon Wood – Banc of America Securities: Okay. And then Martin, can you discuss just a higher level perspective on what you view as the addressable market for the benchtop flow? And also comment on which end markets our customer groups are most suited for, for this type of instrument?

Yes. We target currently the research market, and the research market is divided into the private and public, and academically funded research institutions around the world. And what we bring with this acquisition, we can also go off pharma and biotech and the Guava instrument is mainly used in research applications. It can also be used in the bioprocessing market to help with characterization and it's used, I understand, by a few customers. And then there's a very small market outside of the US where the product is used for HIV testing in CD4, so that's a diagnostic application. Our goal is to focus very much on the research applications first; second, and explore other applications in our core markets such as in bioprocess. But we will not be focusing on the diagnostic application. And I would say the main benefit, which I highlighted this that you can basically do your own (inaudible) experiment in your own lab, because it isn't expense and it is easy to use. So we think we will grow the market substantially. Jon Wood – Banc of America Securities: Okay. Great, then one last one. On the cash flow Charlie, it looks like the free cash flow guidance is about up in line with net income. So, is it fair to assume that there is no incremental working capital benefits built into the cash flow guidance as it stands?

Hey John, there is a little bit of improvement there obviously on the income, we've given a range on EPS. So you can work your way into some improvement on working capital. Okay, and on inventory, is that the primary source there at 129 days and can you give us a sense of the opportunity in that working capital account?

Yes, absolutely inventory is the key focus. As I mentioned during the call, we had a really strong fourth quarter in receivables this year. And – you know so the hope is that that is a level of performance we are going to be able to sustain going forward. Obviously, who knows what the economic environment brings in 2008. Hopefully, we don't lose ground there but the internal team has done a fabulous job there and we would like to see that continue. On the inventory side, we have started to put programs in place to drive inventory levels down. As you know, we have been consolidating our supply chain for the last few years and that always creates a challenge for us inventory wise as we close facilities. We need to build high levels of safety stock in inventory, while we transfer the operations elsewhere and so we do have some of that impacting the 2008 numbers and continuing into 2009. Aside from what I would call those strategic bills, we are driving the kind of been more normal run rate downward and we will definitely see improvement in inventory level days and dollars in 2009. Jon Wood – Banc of America Securities: Okay, thanks a lot.

Our next question comes from the line of Tycho Peterson with JPMorgan. Please go ahead with your question. Abigail Darby – JPMorgan: Hi, this is actually Abigail Darby sitting in for Tycho today. In terms of the proposed MAH funding in the stimulus bill, could you elaborate on what you see as the potential benefits for Millipore are there? And then in terms of timing if you would factor that into your guidance for 2009?

Well, first of all, this bill is not approved and this bill has to be approved by the government first. After it is approved, it has to go to the agencies and be divided up. But if you look at the amount and if this amount is going to be approved it will help in the research markets quite a bit because we have great exposure to the academic markets. But to make a statement on when this will be spent and how this will impact our revenues is purely speculative. We have not factored this in into our guidance for 2009.

Our next question comes from the line of Derik De Bruin with UBS. Derik De Bruin – UBS: Hi, good afternoon. Looking back on – I am searching my memory – you know, during the last time there was an economic downturn in like 2002 to 2003 timeframe, your fruit and beverage business got a little bit of a hit and also you know, whenever there was the Sanofi-Aventis merger, your traditional pharmaceutical processing business took a little bit of a hit as in facilities that were consolidated. Could you just walk us through kind of those businesses and I guess you know, what is your exposure to Pfizer and Wyeth?

Yes, we in fact, on the bioprocessing side, this part of the business has not changed a lot. It is not a very dynamic business, but it is a good profitable business and we haven't seen any major change here on that side and also we haven't changed – we haven't seen any major change in food and beverage. But again, this is relatively small compared to the other businesses now. So it is just not going to help us to grow much, but it is also not going to drag us down overall. On the merger question, yes, there has been – I think the last four months there has been a lot of merger announcements, lot of activity on the customer side. I think it remains to be seen if there are headcount reductions and the headcount reductions there were we calculated in aggregate about 5% of the workforce, which is I would say modest and if some of that means research labs are being closed, that could depress the growth in research a little bit. On the production side, it really doesn't impact us that much because the key here is that the drugs and the reason why these companies are in business and grow and these drugs are being produced. So I don't think a merger will have much impact here on us. And in fact, it could be positive because what these companies are doing, they are looking at large strategic suppliers to do more and that plays a little bit into our strength on the bioprocess side. But what shall we say, how much research spending is there, how much of the research spending going to be curtailed in those pharma mergers. Derik De Bruin – UBS: Right, I would put you more along the lines of a comment that Pfizer was talking about closing five manufacturing facilities and I just was wondering – I know you are not as exposed.

Yes, that has very little impact. Derik De Bruin – UBS: And I guess, could you just kind of walk us through what you are looking for in terms of your – how does your SG&A and R&D spend, do we do basically flattish levels for both of those or there additional costs that will come out of those?

SG&A should grow lower than sales, so there is always some leverage that we are building in and R&D will grow a little bit faster than sales given the total. Given that the SG&A is much larger obviously, there is still a leverage on the –.

Derik, and also we have a – we still have a step up in FAS123 this year but it is much less than the step up we saw in 2008. It is about half as much as we saw in the step up; so, that helps going into the new year. Derik De Bruin – UBS:

Say 23 going to 27. Derik De Bruin – UBS: All right, thanks. I will get back in the queue.

(Operator instructions) Our next question comes from the line of Ross Muken with Deutsche Bank. Please go ahead with your question. Ross Muken – Deutsche Bank: Good afternoon. You know you talked about the increase in new molecules filed in 2009 over 2008, but you didn't talk about an opportunity that pharma and some of the generics have been making a lot of noise about more recently and that is biosimilars. And there were pretty big dollar figures thrown around by some of those players in terms of the investment that they are looking to put in and obviously I would assume that a lot of that is going to go into building out manufacturing capacity. Can you talk a bit about how you saw to gauge that opportunity and your sort of exposure there and sort of from a timing perspective, if you have any thoughts on if we do get some pathway created in the next 12 to 24 months; from that time on, when we start to see kind of manufacturing facilities actually being put up?

That was a good point, Ross. I was focusing my comments more on 2009 and in 2009 we see much more interest in it but not really concrete plans to really build markets and scale them up. That could happen in the next three years. I would say and obviously, the regulatory environment at least in the US remains murky I would say Europe is much more progressive there. But it is a – one of these longer-term trend and longer-term means two to five years that will definitely grow the market. What we see today is more interest, more contact looking at adopting our technologies to make these biosimilars in the most effective but also high-quality ways. The timing is a bit hard to predict, but it has started I would say, but it is just at a low level. Ross Muken – Deutsche Bank: And you know there was some noise made today in the Congress, there was a proposal put forth that would push for more embryonic stem cell research and clearly you have heard the President talk about that as well. Can you talk a bit about sort of what is in the Serologicals, the Bioscience toolkit to sort of address that end market and kind of how you guys are positioned relative to that?

Yes, we are one of the companies that has a significant number of products that can be used for stem cell research and we have through two partnerships, one on the West Coast one on the East Coast with Academia, we continue to license their new products. So we have tools, we have media, we have reagent kits, for example in Guava we have stem cell kits that can be used for stem cell research and we're looking very actively to do more in this field. The environment will be much better. I think there is somewhat of a backlog, so once research funds can be applied to stem cell research, you will see a very healthy growth. And that could happen this year. So this is one of the potential upsides we see in the Obama bill or in this stimulus bill. If some of that money goes in there and some of these restrictions are being removed this year, this could be an upside for 2009, which is nice in a year like 2009. Ross Muken – Deutsche Bank: And then one other quick question, Charlie. As we think about kind of the gross margin line, I mean, excluding kind of the impact from foreign currency, because that is going to be a bit harder to predict, but in terms of – what level of organic growth do you need to sort of have to get the volume pull-through needed to show expansion on that line. Is there kind of a breakpoint that you could point to?

You know something in the 3% to 5% range is certainly helpful, though I would say remember a meaningful chunk of our gross margin improvement over the last few years has had a lot to do with mix and not necessarily just volume, because we have brought higher value products into the portfolio, as we have launched higher value products in Lab Water, in virus removal, those differentiated products command a premium and that helps the mix certainly. So there is a mix component, but if you're just talking about pure volume leverage, you are probably talking something in the 3% to 5% range. Ross Muken – Deutsche Bank: Okay. Great. Thank you very much.

Our next question comes from the line of Dan Leonard with First Analysis. Dan Leonard – First Analysis: Good evening. Charlie, a question for you. Would you be able to break out your sales forecast between Bioprocess and Bioscience organically?

No, we are not doing that, Dan. I think that we will probably see slightly higher growth in Bioscience than in Bioprocess but that is really the only color we are going to give on the guidance. Dan Leonard – First Analysis: Okay, and you're expecting Bioprocess to grow as the difference between those two –

Yes, Bioprocess, we expect to grow. Dan Leonard – First Analysis: Okay, I guess my other question on the Guava acquisition. Do you see that as having an overlap with what you're doing with Luminax or is it complementary?

No, it is separate and complementary in a way that we can use similar sales force and similar service organization, but in terms of the applications, they are actually quite different and they are actually done by different groups. Dan Leonard – First Analysis: Okay, thank you.

Our next question comes from the line of Isaac Ro with Leerink Swann. Jodi Dai – Leerink Swann: Hi, this is Jodi Dai dialing for Isaac. Thanks for taking our question. So our first question is on the Bioscience side. We wonder what visibility you have into company R&D spending patterns in 2009.

Yes, that is one of the things that has – I would say used to be fairly good and has become a little bit more uncertain. While we have good visibilities in our outsourced business, where we have longer-term agreements and contracts, so that hasn't changed; in fact, there is very strong demand for outsourcing services. When it comes to our instrument pipeline and the demand for those instruments by pharma companies, that looks fairly good. But when you look at the second half of 2009, who knows? I mean there are a lot of changes being made today. We have tried to factor this in our guidance by being, compared to the past, a little more cautious on our revenue growth so we see some impact, but we are not seeing a total change. And again we focus on segments of that research market in pharma, where we think funding will be still good. Jodi Dai – Leerink Swann: Okay, thank you. And also we heard that your competitors in Bioscience saw weakness in those (inaudible) companies in the past quarter. Did you see slower spending in those groups or was there one group weaker?

No, we didn't see that and it is always – you know, every company, even if it is a direct competitor, they have slightly different focus and product portfolios. So as I said, we had a really good finish in Bioscience in Q4. So we didn't see that really.

And Jodi, the only other thing I would point out is – you think about our Bioscience business, the average order value in that business is slightly over $1,000. So it is fundamentally different than some of the peers in the sector. Jodi Dai – Leerink Swann: And lastly, in Bioscience, are any of your customers in the drug industry more than 3% of your sales?

I don't think so.

No, if you look at the 300,000 customers we have, most of those are Bioscience customers. Jodi Dai – Leerink Swann: Okay, all right. Thanks.

Our next question comes from the line of Paul Li with Brown Advisory. Paul Li – Brown Advisory: Hi, Martin, I have a question on – if I look at your guidance for 2009 organic, it seems to imply there is some sort of deterioration from the past Q4 from but from your statements, you're talking about Bioprocess is going to recover somewhat in 2009 and Bioscience will have some benefits from Guava acquisition and some new product introductions. How can you reconcile your qualitative characterization and your quantitative guidance?

Yes, I think you picked up a good point. I mean clearly, what the forecast and again we have spent a lot of time on analyzing the trends is on the one side reflective of what we can do in 2009; on the other hand, we have some upside opportunities and we have some downside opportunities. So we ended up in the middle. It is very difficult today to really forecast correctly and we want to be right in the middle. It could be better but we gave you a range basically. Many of the things that have to occur in 2009 have to materialize both on the upside and on the downside. So I know it is difficult to predict and that is not very easy to really forecast at this point for you and me but we just have more uncertainty and that is reflected in our guidance.

It is also difficult to compare a quarter to a year. We reported 2% organic growth in the fourth quarter and implied in that guidance is 2% to 4% for the year. So clearly there is an improvement, if you're making that comparison. Paul Li – Brown Advisory: All right, thanks.

That is all the allotted time we have for questions. I would now like to turn the call over to Martin Madaus for closing remarks.

Well, thanks for joining us this evening. 2008 was a year in which our Bioscience division delivered while we executed on our objectives to improving our cash flow and repaying our debt. While we expect 2009 presents us with a number of challenges, we still believe that we will be able to overcome these obstacles and generate really good revenue, earnings, and cash flow growth in the year. We hope to see some of you or all of you at our upcoming presentations.