Genentech Inc – ‘S-4/A’ on 9/8/95 – EX-23.3

As of:  Friday, 9/8/95   ·   Accession #:  950123-95-2577   ·   File #:  33-59949

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Pre-Effective Amendment to Registration of Securities Issued in a Business-Combination Transaction   —   Form S-4
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-4/A       Amendement No.1 to Form S-4                          189   1.10M 
 2: EX-2.2      Agreement, Dated as of July 7, 1995                    7     25K 
 3: EX-2.3      Agreement, Dated as of September 6, 1995              12     40K 
 4: EX-5.1      Opinion of Wachtell, Lipton, Rosen                     2     10K 
 5: EX-8.1      Opinion of Wachtell, Lipton, Rosen                     1      9K 
 6: EX-10.4     Agency Agreement, Dated as of September 6, 1995       12     39K 
 7: EX-10.5     Letter Agreement, Dated September 6, 1995              2     12K 
 8: EX-15.1     Letter Re: Unaudited Interim Financial Information     1      8K 
 9: EX-23.2     Consent of Ernst & Young LLP                           1      8K 
10: EX-23.3     Consent of Price Waterhouse Ag                         1      6K 
11: EX-24.1     Powers of Attorneys                                    1      9K 
12: EX-27.1     Financial Data Schedule                                1     10K 
13: EX-99.1     Form of Proxy for Special Meeting of Stockholders      2±    11K 

EX-23.3   —   Consent of Price Waterhouse Ag

EX-23.3
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                                                                    Exhibit 23.3

Consent of Roche Group Auditors 

We hereby consent to the use in the Proxy Statement/Prospectus of Genentech Inc.
of our report dated 27 April 1995 which appears in such Proxy Statement/        
Prospectus and relates to the consolidated financial statements of the Roche    
Group which have been extracted from the 1994 Annual Report. We also consent    
to the reference to us under the heading "Experts" in such Proxy Statement/     
Prospectus.                                                                     

Price Waterhouse AG                                                             

Jack W. Flamson                            Ralph R. Reinertsen                  
Certified Public Accountant                Certified Public Accountant          

Auditors in charge

Basel, Switzerland                                                              
7 September 1995