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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Techne Corporation ________________________________________________________________________________ (Name of Issuer) Common Stock, $.01 par value ________________________________________________________________________________ (Title of Class of Securities) 0008783771 _______________________________________________________________ (CUSIP Number) George A. Vandeman One Amgen Center Drive, Thousand Oaks, California 91320-1789 ________________________________________________________________________________ (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) April 15, 1998 _______________________________________________________________ (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [_]. Check the following box if a fee is being paid with the statement [_]. (A fee is not required only if the reporting person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. 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). SCHEDULE 13D - ----------------------- --------------------- CUSIP NO. 0008783771 PAGE __ OF __ PAGES - ----------------------- --------------------- - ------------------------------------------------------------------------------ NAME OF REPORTING PERSON 1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON AMGEN INC. - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* 2 (a) [_] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ SOURCE OF FUNDS* 4 NA - ------------------------------------------------------------------------------ CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] 5 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 6 DELAWARE - ------------------------------------------------------------------------------ SOLE VOTING POWER 7 NUMBER OF 0 shares SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 8 0 shares OWNED BY ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 9 REPORTING 0 shares PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 10 0 shares - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 11 0 shares - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* 12 [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13 0% - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON* 14 CO - ------------------------------------------------------------------------------ *SEE INSTRUCTIONS BEFORE FILLING OUT! PRELIMINARY NOTE This Amendment No. 1 amends the Schedule 13D filed by Amgen Inc. dated July 23, 1992 (the "Schedule"). This Amendment No. 1 is being filed because Amgen Inc. is no longer subject to the reporting requirements of Section 13(d) of the Security Exchange Act of 1934 as a result of the disposition of the 1,071,894 shares of common stock ($.01 par value) of Techne Corporation (the "Issuer") previously held by Amgen Inc. (the "Shares") pursuant to a sale of the Shares on the open market on April 15, 1998 for $17.00 per share. Other than as set forth below, to the best knowledge of Amgen Inc., there has been no material change in the information set forth in response to Items 1, 3, 6 and 7 of the Schedule. Accordingly, these Items are omitted from this Amendment No. 1. Item 2. - ------ 1. (a) Reporting Person: Amgen Inc. ("Amgen") (b) Place of Organization: Delaware (c) Principal Business: Pharmaceuticals Principal Business Address: Amgen Inc. Amgen Center One Amgen Center Drive Thousand Oaks, Ca 91320-1789 Principal Office: (See above address) (d) See 2(d) and (e) below 2. (a) Enumerated Persons: The executive officers and directors of Amgen are as follows: Name Position Held with Amgen ---- ------------------------ Mr. Gordon M. Binder Chairman of the Board; Chief Executive Officer Mr. Kevin W. Sharer President, Chief Operating Officer, member of the Board Dr. N. Kirby Alton Senior Vice President - Development Mr. Robert S. Attiyeh Senior Vice President - Finance and Corporate Development Mr. Stanley M. Benson Senior Vice President - Sales and Marketing Dr. Dennis M. Fenton Senior Vice President - Operations Mr. Edward F. Garnett Vice President - Human Resources Mr. Daryl D. Hill Senior Vice President - Quality and Compliance Dr. George Morstyn Vice President, Clinical Development and Chief Medical Officer Mr. Steven M. Odre Vice President - Intellectual Property and Associate General Counsel Dr. Lawrence M. Souza Senior Vice President - Research Mr. George A. Vandeman Senior Vice President - General Counsel and Secretary Mr. William K. Bowes, Jr. Director Mr. Frederick W. Gluck Director Mr. Franklin P. Johnson, Jr. Director Mr. Steven Lazarus Director Mr. Edward J. Ledder Director Dr. Gilbert S. Omenn Director Ms. Judith C. Pelham Director (b) Business address: The business address of the above named individuals are as follows: Binder, Sharer, Alton, Attiyeh, Amgen Inc. Benson, Fenton, Garnett, Hill, Amgen Center Morstyn, Odre, Souza and One Amgen Center Drive Vandeman Thousand Oaks, CA 91320 Mr. Bowes U.S. Venture Partners 2180 Sand Hill Road, Suite 300 Menlo Park, California 94025 Mr. Gluck Bechtel Group Inc. 50 Beale Street San Francisco, California 94105 Mr. Johnson Asset Management Partners 2275 East Bayshore Road Suite 150 Palo Alto, California 94303 Mr. Lazarus ARCH Venture Partners, L.P. O'Hare Plaza 8735 W. Higgins Road Suite 235 Chicago, Illinois 60631 Mr. Ledder Medicine Bow River Ranch P. O. Box 410 Medicine Bow, Wyoming 82329 Dr. Omenn University of Michigan Health System 1301 Catherine Drive Room M7324 Ann Arbor, Michigan 48109 Ms. Pelham Mercy Health Services 34605 Twelve Mile Road Farmington Hills, Michigan 48331 (c) Principal Employment, Name of Employer, Principal Business: Binder, Sharer, Alton, Attiyeh, Benson, Fenton, Garnett, Hill, Morstyn, Odre, Souza and Vandeman are employed by Amgen in the capacities named above. Mr. Bowes is a general partner of U.S. Venture Partners, a venture capital investment entity, whose address is given above. Mr. Gluck is retired Vice Chairman of Bechtel Group, Inc. whose address is given above. Mr. Johnson is a general partner of Asset Management Partners, a venture capital limited partnership, whose address is given above. Mr. Lazarus is the managing general partner of ARCH Venture Partners, L.P., an early stage venture capital partnership, whose address is given above. Mr. Ledder is retired. He is the former Chairman and Chief Executive Officer of Abbott Laboratories, Inc., a human health care products company. Dr. Omenn is the Executive Vice President for Medical Affairs for the University of Michigan Health System, whose address is given above. Ms. Pelham is President and Chief Executive Officer of Mercy Health Services, a unified system of institutions, programs and services, whose address is given above. (d) & (e) During the last five years, neither Amgen, nor, to the best of its knowledge, any of its executive officers or directors (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors); or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceedings was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. (f) All of the persons enumerated above are citizens of the United States of America. Item 4. - ------ NA Item 5. - ------ (a) As a result of the disposition of 1,071,894 shares of common stock ($.01 par value) of the Issuer pursuant to the open market sale of such shares on April 15, 1998, Amgen does not beneficially own any shares of common stock ($.01 par value) of the Issuer. (b) Amgen does not have the sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition or shared power to dispose or to direct the disposition of common stock ($.01 par value) of the Issuer. (c) Other than the transaction described in this Amendment No. 1, there were no transactions in the common stock ($.01 par value) of the Issuer that were effected during the past sixty days. (d) To the best knowledge of Amgen, no person other than Amgen has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of the common stock ($.01 par value) of the Issuer that occurred on April 15, 1998. (e) Amgen ceased to be the beneficial owner of more than five percent of the common stock ($.01 par value) of the Issuer on April 15, 1998. SIGNATURE PAGE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: April 24, 1998 AMGEN INC. By: /S/ GEORGE A. VANDEMAN ---------------------------- George A. Vandeman Senior Vice President, General Counsel and Secretary