FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

NORDHOFF HENRY L 		2. Issuer Name and Ticker or Trading Symbol

GEN PROBE INC [ GPRO ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

GEN-PROBE INCORPORATED, 10210 GENETIC CENTER DRIVE 		3. Date of Earliest Transaction (MM/DD/YYYY)

3/2/2010
(Street)

SAN DIEGO, CA 92121
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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)
Code V Amount (A) or (D) Price
Common Stock   3/2/2010     M    43224   A $12.29   164950   D    
Common Stock   3/2/2010     M    45918   A $41.94   210868   D    
Common Stock   3/2/2010     M    97916   A $43.55   308784   D    
Common Stock   3/2/2010     M    17020   A $42.50   325804   D    
Common Stock   3/2/2010     S    204078   D $47.11   (1) 121726   D    
Common Stock   3/3/2010     M    4694   A $12.29   126420   D    
Common Stock   3/3/2010     M    9359   A $29.53   135779   D    
Common Stock   3/3/2010     M    54082   A $41.94   189861   D    
Common Stock   3/3/2010     S    68135   D $46.54   (2) 121726   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   $12.29   3/2/2010     M         43224      (3)   (4) Common Stock   43224   $0   4694   D    
Stock Option (Right to Buy)   $41.94   3/2/2010     M         45918      (5)   (4) Common Stock   45918   $0   54082   D    
Stock Option (Right to Buy)   $43.55   3/2/2010     M         97916      (6)   (4) Common Stock   97916   $0   0   D    
Stock Option (Right to Buy)   $42.50   3/2/2010     M         17020      (7)   (4) Common Stock   17020   $0   0   D    
Stock Option (Right to Buy)   $12.29   3/3/2010     M         4694      (3)   (4) Common Stock   4694   $0   0   D    
Stock Option (Right to Buy)   $29.53   3/3/2010     M         9359      (8)   (4) Common Stock   9359   $0   0   D    
Stock Option (Right to Buy)   $41.94   3/3/2010     M         54082      (5)   (4) Common Stock   54082   $0   0   D    

Explanation of Responses:
( 1)  This transaction was executed in multiple trades at prices ranging from $46.99 to $47.41. The price reported above reflects the weighted average sale price for these transactions. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the reported transactions were effected.
( 2)  This transaction was executed in multiple trades at prices ranging from $46.50 to $46.87. The price reported above reflects the weighted average sale price for these transactions. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the reported transactions were effected.
( 3)  The stock option became fully vested and exercisable as of June 1, 2006.
( 4)  In accordance with the terms of the applicable stock option agreements, the Reporting Person must exercise on or before May 17, 2010 (the first anniversary of his retirement as Chief Executive Officer) all outstanding stock options issued to him prior to February 7, 2007, or all such stock options will expire.
( 5)  The stock option became fully vested and exercisable as of June 1, 2008.
( 6)  The stock option became fully vested and exercisable as of May 20, 2009.
( 7)  The stock option became fully vested and exercisable as of October 17, 2009.
( 8)  The stock option became fully vested and exercisable as of August 15, 2007.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
NORDHOFF HENRY L
GEN-PROBE INCORPORATED
10210 GENETIC CENTER DRIVE
SAN DIEGO, CA 92121 		X



Signatures
/s/ R. William Bowen, Attorney-in-Fact 3/4/2010
** 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.
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