Ownership Submission
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

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(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MEISTER PAUL M
  2. Issuer Name and Ticker or Trading Symbol
THERMO FISHER SCIENTIFIC INC. [TMO]
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)
81 WYMAN STREET, P.O. BOX 9046
3. Date of Earliest Transaction (Month/Day/Year)
12/01/2006
(Street)

WALTHAM, MA 024549046
4. If Amendment, Date 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
(City)
(State)
(Zip)
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)
Code V Amount (A) or (D) Price
Common Stock 12/01/2006   S(1)   250,000 D $ 43.64 (2) 386,787 (3) D  
Common Stock 12/04/2006   M   240,725 A $ 4.75 627,512 D  
Common Stock 12/04/2006   M   122,488 A $ 19.62 750,000 D  
Common Stock 12/04/2006   S(1)   400,000 D $ 44.04 (4) 350,000 D  
Common Stock 12/05/2006   M   100,000 A $ 19.62 450,000 D  
Common Stock 12/05/2006   S(1)   100,000 D $ 44.42 (5) 350,000 D  
Common Stock               543,000 I By Trust (6)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 Underlying Securities
(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) $ 4.75 12/04/2006   M     240,725 11/09/2006 01/21/2008 Common Stock 240,725 $ 0 0 D  
Stock Option (Right to Buy) $ 19.62 12/04/2006   M     122,488 11/09/2006 09/26/2008 Common Stock 122,488 $ 0 477,512 D  
Stock Option (Right to Buy) $ 19.62 12/05/2006   M     100,000 11/09/2006 09/26/2008 Common Stock 100,000 $ 0 377,512 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MEISTER PAUL M
81 WYMAN STREET
P.O. BOX 9046
WALTHAM, MA 024549046
  X      

Signatures

 By: Barbara J. Lucas, Attorney-in-Fact for Paul M. Meister   12/05/2006
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 13, 2006.
(2) The price is the average price for all shares sold on 12/1/06, actual amounts are as follows:3,400 shares @ $43.25; 100 shares @ $43.30; 200 shares @ $43.31; 400 shares @ $43.32; 100 shares @ $43.33; 100 shares @ $43.34; 5,400 shares @ $43.35; 200 shares @ $43.36; 2,600 shares @ $43.37; 2,600 shares @ $43.38; 500 shares @ $43.39; 1,700 shares @ $43.40; 300 shares @ $43.42; 11,200 shares @ $43.43; 4,200 shares @ $43.44; 5,800 shares @ $43.45; 500 shares @ $43.46; 300 shares @ $43.47; 500 shares @ $43.48; 19,600 shares @ $43.49; 24,800 shares @ $43.50; 1,600 shares @ $43.51; 1,300 shares @ $43.52; 1,800 shares @ $43.53; 1,400 shares @ $43.54; 500 shares @ $43.55; 1,200 shares @ $43.56; 1,300 shares @ $43.57; 200 shares @ $43.58; 1,000 shares @ $43.59; 50,400 shares @ $43.60; 4,800 shares @ $43.64; 10,000 shares @ $43.70; 10,000 shares @ $43.73; 10,000 shares @ $43.74; 20,000 shares @ $43.78; 2,000 shares @ $43.87; 18,000 shares @ $43.89; 23,100 shares @ $43.90; 6,900 shares @ $43.91.
(3) Includes 286,787 shares previously held indirectly through trusts for the benefit of the reporting person, and that were distributed to the reporting person effective as of November 10, 2006, and are now owned directly. See Footnote 6.
(4) The price is the average price for all shares sold on 12/4/06, actual amounts are as follows:10,500 shares @ $43.90; 2,200 shares @ $43.93; 2,300 shares @ $43.96; 1,100 shares @ $43.97; 6,900 shares @ $43.98; 2,000 shares @ $43.99; 164,800 shares @ $44.00; 60,100 shares @ $44.02; 50,100 shares @ $44.05; 50,000 shares @ $44.06; 3,500 shares @ $44.12; 3,200 shares @ $44.13; 1,000 shares @ $44.20; 5,000 shares @ $44.21; 5,000 shares @ $44.22; 2,500 shares @ $44.23; 29,800 shares @ $44.24.
(5) The price is the average price for all shares sold on 12/5/06, actual amounts are as follows: 300 shares @ $44.06; 1,100 shares @ $44.08; 300 shares @ $44.11; 1,000 shares @ $44.12; 400 shares @ $44.13; 100 shares @ $44.14; 6,800 shares @ $44.15; 10,000 shares @ $44.20; 100 shares @ $44.32; 200 shares @ $44.33; 2,100 shares @ $44.34; 2,600 shares @ $44.35; 3,700 shares @ $44.38; 400 shares @ $44.39; 25,900 shares @ $44.40; 20,000 shares @ $44.50; 100 shares @ $44.53; 2,700 shares @ $44.54; 2,200 shares @ $44.55; 10,000 shares @ $44.60; 10,000 shares @ $44.65.
(6) Reflects distribution to the reporting person of 286,787 shares held in trusts for the benefit of the reporting person effective as of November 10, 2006, and now owned directly. See Footnote 3.

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