SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

LEVINE ARNOLD J

(Last)

(First)

(Middle)

APPLERA CORPORATION

301 MERRITT 7

(Street)

NORWALK

06851-1070

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
APPLERA CORP [ ABI/CRA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/03/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Applied Biosystems Group Common Stock	11/03/2003		M		6,000	A	⁽¹⁾⁽²⁾	7,200	D
Applied Biosystems Group Common Stock	11/03/2003		D		6,000	D	$22.915⁽¹⁾	1,200	D
Celera Genomics Group Common Stock	11/03/2003		M		1,500	A	⁽¹⁾⁽²⁾	1,800	D
Celera Genomics Group Common Stock	11/03/2003		D		1,500	D	$13.515⁽¹⁾	300	D
Applied Biosystems Group Common Stock Units								12,135.69	D
Celera Genomics Group Common Stock Units								3,317.75	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Incentive Rights	⁽²⁾	11/03/2003		M			6,000⁽³⁾	⁽⁴⁾	03/30/2008	Applied Biosystems Group Common Stock	6,000⁽³⁾	⁽²⁾	0	D
Incentive Rights	⁽²⁾	11/03/2003		M			1,500⁽³⁾	⁽⁴⁾	03/30/2008	Celera Genomics Group Common Stock	1,500⁽³⁾	⁽²⁾	0	D

Explanation of Responses:

1. Represents settlement of Incentive Rights for cash.

2. The reporting person was originally granted 1,500 Incentive Rights, each representing the right to receive in cash the appreciation of the fair market value of one share of common stock of The Perkin-Elmer Corporation in excess of $72.6563. As a result of the recapitalization of the company and subsequent stock splits, each of the original Incentive Rights was converted into the right to receive in cash the appreciation of (a) the aggregate fair market value of four shares of Applera Corporation -- Applied Biosystems Group Common Stock ("Applera-Applied Biosystems Stock") and one share of Applera Corporation -- Celera Genomics Group Common Stock ("Applera-Celera Stock"), in excess of (b) $72.6563.

3. Reflects conversion of each share of common stock of The Perkin-Elmer Corporation originally underlying the Incentive Rights into four shares of Applera-Applied Biosystems Stock and one share of Applera-Celera Stock pursuant to the recapitalization of the company and subsequent stock splits.

4. The Incentive Rights vested in installments and became fully exercisable on March 30, 2000.

Remarks:

	Thomas P. Livingston, Attorney-in-Fact for Arnold J. Levine	11/05/2003
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.