Sanofi H1N1 Influenza Vaccine Administered at Different Dose Levels With and Without AS03 Adjuvant in Healthy Adult and Elderly Populations

Inclusion Criteria:

   1. Are males or non-pregnant females age 18 and older, inclusive.

   2. Women of child-bearing potential (not surgically sterile via tubal ligation, bilateral
   oophorectomy or hysterectomy or who are not postmenopausal for greater than or equal
   to 1 year) must agree to practice adequate contraception that may include, but is not
   limited to, abstinence, monogamous relationship with vasectomized partner, barrier
   methods such as condoms, diaphragms, spermicides, intrauterine devices, and licensed
   hormonal methods during the study for at least 30 days following the last vaccination.

   3. Are in good health, as determined by vital signs, medical history to ensure any
   existing medical diagnoses or conditions are stable and not considered clinically
   significant, and limited physical examination. A stable chronic medical condition is
   defined as no change in prescription medication, dose, or frequency of medication in
   the last 3 months and health outcomes of the specific disease are considered to be
   within acceptable limits in the last 6 months. Any change that is due to change of
   health care provider, insurance company etc, or that is done for financial reasons, as
   long as in the same class of medication will not be considered a violation of this
   inclusion criterion. Any change in prescription medication due to improvement of a
   disease outcome will not be considered a violation of this inclusion criterion.

   4. Have alanine aminotransferase (ALT) within normal range per local or site laboratory
   reference ranges.

   5. Are able to understand and comply with planned study procedures.

   6. Provide written informed consent prior to initiation of any study procedures.

Exclusion Criteria:

   1. Have a known allergy to eggs or other components of the vaccine (including squalene
   based adjuvants, gelatin, formaldehyde, octoxinol, thimerosal, and chicken protein).

   2. Have a positive urine or serum pregnancy test within 24 hours prior to vaccination (if
   female of childbearing potential), or women who are breastfeeding.

   3. Have immunosuppression as a result of an underlying illness or treatment, or use of
   anticancer chemotherapy or radiation therapy (cytotoxic) within the preceding 36
   months.

   4. Have an active neoplastic disease or a history of any hematologic malignancy.

   5. Have long term use of glucocorticoids including oral, parenteral or high-dose inhaled
   steroids (>800 mcg/day of beclomethasone dipropionate or equivalent) within the
   preceding 6 months. (Nasal and topical steroids are allowed.)

   6. Have a diagnosis of schizophrenia, bipolar disease, or other major psychiatric
   diagnosis.

   7. Have been hospitalized for psychiatric illness, history of suicide attempt, or
   confinement for danger to self or others, within the past 10 years.

   8. Are receiving psychiatric drugs (aripiprazole, clozapine, ziprasidone, haloperidol,
   molindone, loxapine, thioridazine, thiothixene, pimozide, fluphenazine, risperidone,
   mesoridazine, quetiapine, trifluoperazine, chlorprothixene, chlorpromazine,
   perphenazine, trifluopromazine, olanzapine, carbamazepine, divalproex sodium, lithium
   carbonate or lithium citrate). Subjects who are receiving a single antidepressant drug
   and are stable for at least 3 months prior to enrollment, without de-compensating
   symptoms will be allowed to be enrolled in the study.

   9. Have a history of receiving immunoglobulin or other blood product within the 3 months
   prior to vaccination in this study.

10. Received an experimental agent (vaccine, drug, biologic, device, blood product, or
   medication) within 1 month prior to vaccination in this study or expect to receive an
   experimental agent during this study (prior to the Day 386 clinic visit - 365 days
   after the second vaccination).

11. Have received any live licensed vaccines within 4 weeks or inactivated licensed
   vaccines within 2 weeks prior to vaccination in this study or plan receipt of such
   vaccines within 21 days following the second vaccination. This is inclusive of
   seasonal influenza vaccines.

12. Have an acute or chronic medical condition that, in the opinion of the investigator,
   would render vaccination unsafe, or would interfere with the evaluation of responses.

13. Have a history of severe reactions following previous immunization with influenza
   virus vaccines.

14. Have an acute illness, including an oral temperature greater than 100.4 degrees
   Fahrenheit, within 3 days prior to vaccination.

15. Have any condition that would, in the opinion of the site investigator, place them at
   an unacceptable risk of injury or render them unable to meet the requirements of the
   protocol.

16. Participated in a novel influenza H1N1 2009 vaccine study in the past 2 years or have
   a history of novel influenza H1N1 2009 infection prior to enrollment.

17. Have known active human immunodeficiency virus (HIV), Hepatitis B or Hepatitis C
   infection or autoimmune hepatitis.

18. Have a history of alcohol or drug abuse in the last 5 years.

19. Plan to travel outside of North America in the time between the first vaccination and
   42 days following the first vaccination.

20. Have a history of Guillain-Barré Syndrome.

21. Have any condition that the investigator believes may interfere with successful
   completion of the study.