SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

(Amendment No. 1)*

NGEN, INC.

(Name of Issuer)

Common Stock, par value $0.001 per share
(Title of Class of Securities)

630075109
(CUSIP Number)

December 31, 2009
(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

      o Rule 13d-1(b)

      þ Rule 13d-1(c)

      o Rule 13d-1(d)

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 

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Item 1(a).  Name of Issuer:

Ngen, Inc. (formerly Nanogen, Inc.)

Item 1(b).  Address of Issuer’s Principal Executive Offices:

10398 Pacific Center Court

San Diego, CA 92121

Item 2(a).  Names of Person Filing:

Fisher Scientific International Inc. (a wholly owned subsidiary of Thermo Fisher Scientific Inc.)

Item 2(b).  Address of Principal Business Office or, if none, Residence:

81 Wyman Street

Waltham, Massachusetts

Item 2(c).  Citizenship:

Delaware

Item 2(d).  Title of Class of Securities:

Common Stock, par value $0.001 per share

Item 2(e).  CUSIP Number:

630075109

Item 3.       If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:

N/A

Item 4.       Ownership.

	(a)		Amount Beneficially Owned:
			0 shares
	(b)		Percent of Class:
			0.0%
	(c)		Number of Shares as to which reporting person has:

i.

Sole power to vote or to direct the vote: 0

CUSIP No.		630075109	13G	Page		4		of		5	Pages

	ii.		Shared power to vote or to direct the vote: 0
	iii.		Sole power to dispose or to direct the disposition of: 0
	iv.		Shared power to dispose or to direct the disposition of: 0

Item 5.      Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than 5% of the class of securities, check the following þ

Item 6.      Ownership of More Than Five Percent on Behalf of Another Person.

N/A

Item 7.      Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding
                  Company.

N/A

Item 8.      Identification and Classification of Members of the Group.

N/A

Item 9.      Notice of Dissolution of Group.

N/A

Item 10.     Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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SIGNATURE

     After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.