Exhibit 23.2

                NOTICE REGARDING CONSENT OF ARTHUR ANDERSEN LLP


Section 11(a) of the Securities Act of 1933, as amended (the "Securities Act"),
provides that if any part of a registration statement at the time such part
becomes effective contains an untrue statement of a material fact or an omission
to state a material fact required to be stated therein or necessary to make the
statements therein not misleading, any person acquiring a security pursuant to
such registration statement (unless it is proved that at the time of such
acquisition such person knew of such untruth or omission) may sue, among others,
every accountant who has consented to be named as having prepared or certified
any part of the registration statement, or as having prepared or certified any
report or valuation which is used in connection with the registration statement,
with respect to the statement in such registration statement, report or
valuation which purports to have been prepared or certified by the accountant.

As previously disclosed in the company's form 8-k filed on April 9, 2002, the
Company dismissed Arthur Andersen LLP as its independent public accountants and
announced that the company had appointed Ernst & Young LLP to replace Arthur
Andersen LLP as its independent public accountants.

Invitrogen's understanding is that the staff of the Securities and Exchange
Commission has taken the position that it will not accept consents from Arthur
Andersen LLP if the engagement partner and the manager for the Invitrogen audit
are no longer with Arthur Andersen LLP. Both the engagement partner and the
manager for the Invitrogen audit are no longer with Arthur Andersen LLP. As a
result, Invitrogen has been unable to obtain Arthur Andersen LLP's written
consent to the incorporation by reference into the Registration Statements of
its audit report with respect to Invitrogen's financial statements as of
December 31, 2001 and 2000 for the years then ended.

Under these circumstances, Rule 437a under the Securities Act permits Invitrogen
to file this Form 10-K without a written consent from Arthur Andersen LLP. As a
result, however, Arthur Andersen LLP will not have any liability under Section
11(a) of the Securities Act for any untrue statements of a material fact
contained in the financial statements audited by Arthur Andersen LLP or any
omissions of a material fact required to be stated therein. Accordingly, you
would be unable to assert a claim against Arthur Andersen LLP under Section
11(a) of the Securities Act for any purchases of securities under the
Registration Statements made on or after the date of this Form 10-K. To the
extent provided in Section 11(b)(3)(C) of the Securities Act, however, other
persons who are liable under Section 11(a) of the Securities Act, including the
Company's officers and directors, may still rely on Arthur Andersen LLP's
original audit reports as being made by an expert for purposes of establishing a
due diligence defense under Section 11(b) of the Securities Act.