EQUIPMENT SCHEDULE
                             DATED October 10, 1996
                                       to
                             MASTER LEASE AGREEMENT
                               DATED June 6, 1994

LESSEE:                                                       LESSOR:

    CERPROBE CORPORATION                         Wells Fargo Leasing Corporation
                                                 "(as  assignee  of  all  right,
                                                 title  and  interest  of  First
                                                 Interstate Bank of Arizona)"

Name
       600 S. Rockford Drive                     P.O. Box 53456, MAC 4101-250
---------------------------------------------
Address
       Tempe, Arizona 85281                      Phoenix, Arizona 85072-3456

         1.       Master  Lease:  The terms and  conditions of that Master Lease
Agreement dated as of the date set forth above by and between the Lessor,  Wells
Fargo  Leasing  Corporation  "(as  assignee of all right,  title and interest of
First  Interstate  Bank of Arizona)" and Lessee (the "Master  Agreement") are by
this  reference  incorporated  herein as if fully set forth  herein and together
with the terms and  conditions  hereof,  and of all schedules,  riders,  addenda
and/or  exhibits  that  are  attached  or  refer  to  this  Equipment  Schedule,
constitute a single and severable agreement of lease (this "Lease").  Subject to
all of the terms and  conditions of this Lease,  Lessor hereby leases to Lessee,
and Lessee hereby hires from Lessor,  the personal property  described below and
on  any  supplemental  Schedule  "A"  hereto  (hereinafter,  together  with  all
replacement   parts,   additions,   modifications,   repairs   and   accessories
incorporated therein and/or attached thereto, said personal property is referred
to as the "Equipment"):
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------------------
Qty.         Description of Equipment - Make, kind, model no., serial no., and                                Original
             any other pertinent identification                                                                   Cost
-----------  -----------------------------------------------------------------------------------  --------------------
<S>          <C>                                                                                           <C>
             Applied Precision Invoice #2541
1            PRVX System, 960 Channels, LP                                                                 $250,125.50
1            PRVX Table Short 1280
1            Assy, PRVX W/S PF Compat
1            Assy, VX CPLT W/BEVEL Postgrind
1            PRVX Controller Pkg.
1            Monitor 17" Samsung
1            PRV/PRVX Test Software
1            Assy, PRVX Channel Config. Pkg.
1            Assy, PRVX Accessory kit
2            PRVX Training AT API
1            Checkpoint System Install.
1            Assy, PRVX Shipping Pkg.
1            Assy, Probe Force, PRVX, factory
1            PWA, Edge Card 48 Pin VX                                                                          $697.50
1            PWA, PRVX Cal Card Conn                                                                           $697.50
1            PWA, Edge Card 88 Pin VX                                                                          $813.75
1            PWA, Edge Card 128 Pin VX                                                                       $1,046.25
2            Manual PRVX 7.1
1            Manual PRVX 7.1 Cleanroom
             Shipping Charges                                                                                  $935.00
             location:     600 S. Rockford Drive,
                           Tempe, Arizona 85281
----------------------------------------------------------------------------------------------------------------------
             Applied Precision Invoice #2699
1            Probe Force                                                                                    $16,275.00
             location:     600 S. Rockford Drive,
                           Tempe, Arizona 85281
----------------------------------------------------------------------------------------------------------------------
                                                                                Sales or Use Tax
----------------------------------------------------------------------------------------------------------------------

             *If additional space is required, attach Schedule A.            Total Original Cost           $270,590.50

----------------------------------------------------------------------------------------------------------------------
Location of Equipment (if additional space is required, attach Schedule A)

A.    600 S. Rockford Drive        Tempe         Maricopa         Arizona        85281
   -----------------------------------------------------------------------------------
       Address                     City          County           State          Zip

B.
   -----------------------------------------------------------------------------------
       Address                     City          County           State          Zip
</TABLE>
          2.      Acceptance Deadline: October 25, 1996

          3.      Term:  The term of this  Lease  shall be a period of 60 months
and shall  commence  on the date that the  Equipment  is  accepted  by Lessee on
behalf of Lessor (the "Acceptance Date").

          4.      Rent Commencement Date: The first day of the month immediately
following the Acceptance Date.
                                       1
<PAGE>
          5.      Basic Rent Payment Date: The first day of each month beginning
with the Rent Commencement Date.

          6.      Rent:

                  (a)       Interim Rent: An amount equal to 1/30th of the Basic
Rent  multiplied by the number of days elapsed from and including the Acceptance
Date but excluding the Rent Commencement  Date and due and payable  concurrently
with the delivery of the  Certificate  of  Acceptance  by Lessee to Lessor.  

                  (b)       Basic Rent: for the term of this Lease, Lessee shall
pay Lessor  Basic Rent of $5,460.20  monthly  payable on each Basic Rent Payment
Date.

          If the first day of each month  during the term of this Lease is not a
business  day,  Basic Rent  shall be due on the next  subsequent  business  day.
Unless  otherwise  expressly  agreed to in writing by Lessor,  sales tax on each
rental  payment  received by Lessor under this lease shall be due and payable by
Lessee to Lessor on each Basic Rent Payment Date.

                  (c)      Overdue Rent:  Lessee shall pay to Lessor an Overdue
Rent Charge of 5% of all Basic Rent payments not received by Lessor on or before
the Basic Rent Payment Date.

          7. Purchase Option: Provided that (i) an Event of Default (or an event
or  condition  which,  with the  lapse of time or the  giving of notice or both,
would  constitute an Event of Default)  does not exist;  (ii) this Lease has not
previously  been  terminated,  and (iii)  Lessee has given  Lessor not less than
sixty (60) days notice prior to the expiration of the initial term of the Lease,
Lessor  shall  have the  option to  purchase  all (but not less than all) of the
Equipment  on the  original  expiration  date of this Lease under the  following
terms and conditions:

          [Lessee shall have the right to purchase the Equipment,  on an "as-is,
where-is"  basis,  without  representation  or warranty of any kind,  for $1.00,
provided  that such right is further  subject to payment in full of the purchase
price on or before the expiration of the initial term of this Lease.]

Lessee shall pay or reimburse Lessor all of Lessor's costs and expenses incurred
in  connection  with such purchase and shall pay all taxes imposed in connection
with such sale (other than taxes imposed on or measured by lessor's net income).

          8.      Modification to Master Agreement:  All terms and conditions of
this Lease shall be as set forth above and in the Master  Agreement,  except (if
additional space is required, attach an Addendum to this Lease):    N/A

          9.      Conditions  Precedent:  Lessor  shall  have no  obligation  to
purchase the  Equipment  and to lease the same to Lessee  hereunder.  (i) if the
actual  cost of the  Equipment  exceeds  the  original  cost  thereof  set forth
hereinabove;  (ii) if there  exists any Event of  Default or event or  condition
which,  with the lapse of time or the giving of notice or both, would constitute
an Event of Default; or (iii) unless prior to the Acceptance Deadline Lessee, at
its expense, shall have delivered or caused to be delivered to Lessor all of the
Documents  required  under Section 3 of the Master  Agreement  and, in addition,
Lessee,  at its  expense,  shall  have  fully  satisfied  all  of the  following
additional  conditions  precedent (if  additional  space is required,  attach an
Addendum to this Lease):       N/A

          10.     Schedule:  The "Schedule of Stipulated Loss  Percentages" that
is attached or refers to this Equipment Schedule is by this reference  expressly
incorporated herein as if fully set forth herein.

          11.     Reaffirmation:   By  their  execution  and  delivery  of  this
Equipment Schedule,  the parties hereby reaffirm all of the terms and conditions
of the Master Agreement, except to the extent, if any, modified hereby.

          12.     Counterparts: The Equipment Schedule evidencing this Lease may
be executed in more than one original counterpart. However, only the counterpart
designated below as "Counterpart  No. 1" shall evidence the monetary  obligation
of Lessee with  respect to this Lease.  To the extent,  if any,  that this Lease
constitutes  "chattel  paper," as that term is defined  in the  Arizona  Uniform
Commercial Code, no security  interest in this Lease may be created or perfected
by the  transfer  or  possession  of any  counterpart  hereof  other  than  said
"Counterpart No. 1."

          THIS IS COUNTERPART NO. 1  OF   1  COUNTERPART  ORIGINALS.

          IN  WITNESS  WHEREOF,  this  Equipment  Schedule  has  been  executed,
delivered and accepted this 10th day of October 1996.

LESSOR:                                          LESSEE:

   CERPROBE CORPORATION                          Wells Fargo Leasing Corporation
----------------------------------               -------------------------------
                                                 "(as  assignee  of  all  right,
                                                 title  and  interest  of  First
                                                 Interstate Bank of Arizona)"


By         SIGNATURE NOT LEGIBLE                 By  SIGNATURE NOT LEGIBLE
   -------------------------------                  ----------------------------
Its          President/CEO                       Its          Vice President
   -------------------------------                   ---------------------------
                                       2
<PAGE>
                     SCHEDULE OF STIPULATED LOSS PERCENTAGES
                                       to
                               EQUIPMENT SCHEDULE

                             DATED October 10, 1996
                                       to
                             MASTER LEASE AGREEMENT

                               DATED June 6, 1994


Rental Payment Date                          Stipulated Loss 
in the month of:                              Percentage
----------------                              ----------
      1                                          98.64
      2                                          97.27
      3                                          95.90
      4                                          94.51
      5                                          93.12
      6                                          91.71
      7                                          90.30
      8                                          88.88
      9                                          87.44
      10                                         86.00
      11                                         84.55
      12                                         83.09
      13                                         81.61
      14                                         80.13
      15                                         78.64
      16                                         77.14
      17                                         75.63
      18                                         74.10
      19                                         72.57
      20                                         71.03
      21                                         69.47
      22                                         67.91
      23                                         66.34
      24                                         64.75
      25                                         63.16
      26                                         61.55
      27                                         59.93
      28                                         58.30
      29                                         56.67
      30                                         55.02
      31                                         53.36
      32                                         51.68
      33                                         50.00
      34                                         48.30
      35                                         46.60
      36                                         44.88
      37                                         43.15
      38                                         41.41
      39                                         39.66
      40                                         37.89
      41                                         36.12
      42                                         34.33
      43                                         32.53
      44                                         30.72
      45                                         28.89
      46                                         27.05
      47                                         25.21
      48                                         23.34
      49                                         21.47
      50                                         19.58
      51                                         17.68
      52                                         15.77
      53                                         13.84
      54                                         11.91
      55                                          9.96
      56                                          7.99
      57                                          6.01
      58                                          4.02
      59                                          2.02
        
          For purposes of the "Master Agreement"  (defined below) and the "Lease
" (defined below),  the term "Stipulated Loss Percentage" means, with respect to
any item of "Equipment" (defined in the Lease) for which "Stipulated Loss Value"
(defined  in the Master  Agreement)  is  determined,  the  percentage  set forth
hereinabove that corresponds to the "Rental Payment Date" (defined in the Lease)
through  which  rental  payments  on such  Equipment  have  actually  been  paid
(exclusive of  prepayments  of rent  otherwise due and payable at the end of the
Lease  term,  if any are  required  under  the  Lease)  as of the date  that the
Stipulated Loss Value of such item of Equipment is determined.
                                      -1-
<PAGE>
          IN WITNESS  WHEREOF,  the undersigned  "Lessor" and "Lessee" have this
10th day of October,  1996 executed and delivered  this  "Schedule of Stipulated
Loss  Percentages"  to that  Equipment  Schedule  dated as set forth  above (the
"Lease") to that Master  Lease  Agreement  dated as set forth above (the "Master
Agreement") between the undersigned "Lessor" and "Lessee."

LESSOR:                                      LESSEE:

WELLS FARGO LEASING CORPORATION              CERPROBE CORPORATION

By                                           By  /s/ Signature Illegible
   -----------------------------------           -------------------------------
Its Authorized Representative                Title President/CEO
                                                   -----------------------------
                                      -2-
<PAGE>
                            CERTIFICATE OF ACCEPTANCE


Wells Fargo Leasing  Corporation 
"(as assignee of all right,  title and interest of 
First  Interstate  Bank of Arizona)"  
P.O. Box 53456,  MAC 4101-250  
Phoenix, Arizona 85072-3456

RE:       Acceptance of Equipment Leased Under Equipment  Schedule dated October
          10, 1996 (the  "Lease") to Master Lease  Agreement  dated June 6, 1994
          (the  "Master  Agreement")  between  the  undersigned  and Wells Fargo
          Leasing Corporation.

Gentlemen:

This Certificate of Acceptance is delivered  pursuant to Section 2 of the Master
Agreement,  and constitutes a "Certificate  of Acceptance," as defined  therein.
We, as Lessee,  have received all of the  "Equipment" (as defined in the Lease),
and all necessary  installation  thereof has been completed.  We have inspected,
tested and  approved all of the  Equipment,  and find that each piece is in good
working order and is of the size, design, type, quality, condition, capacity and
manufacture  specified by us, and  conforms to any  applicable  purchase  orders
therefor.  We approve the contract by which you  acquired  the  Equipment or the
right to possession and use of the goods.  Our inspection and test has disclosed
no defects or deficiencies in any of the Equipment. You are hereby notified that
we accepted delivery of all of the Equipment on your behalf on 10/24/96 , 199 .

We  hereby  certify  that as of the date  hereof  (i) no Event  of  Default  has
occurred under the Lease of the Master  Agreement;  (ii) the  presentations  and
warranties  made by Lessee  pursuant to the Lease and Master  Agreement are true
and correct,  (iii) Lessee has obtained  insurance  policies with respect to the
Equipment as are required to be obtained  under the Lease and Master  Agreement;
and (iv) the Equipment  will be located at 600 S. Rockford Rd.,  Tempe,  Arizona
85281.

Sincerely,


Cerprobe Corporation
--------------------------------------
                             ("Lessee")

By:       SIGNATURE NOT LEGIBLE
   -----------------------------------

Its:      President/CEO
    ----------------------------------
Dated: October 10, 1996
<PAGE>
<TABLE>
<CAPTION>
<S>                                                        <C>    
--------------------------------------------------------------------------------------------------------------
Approved by the Secretary of State of Arizona Rev. 10/90    FORM UCC-1      Space below used by filing office
--------------------------------------------------------------------------------------------------------------









--------------------------------------------------------------------------------------------------------------
Return copy or recorded original to:                       ARIZONA UNIFORM COMMERCIAL CODE 
                                                           FINANCING STATEMENT--FORM UCC-1
                                                           This FINANCING STATEMENT is presented for filing
                                                           (recording) pursuant to the Arizona Uniform
                                                           Commercial Code.
--------------------------------------------------------------------------------------------------------------
1.  (Last name first and address): Lessee                  2.  Address:    Lessor
    Cerprobe Corporation                                       Wells Fargo Leasing Corporation
    600 S. Rockford Drive                                      100 West Washington MAC 4101-250
    Tempe, Arizona 85281                                       Phoenix, Arizona 85003
--------------------------------------------------------------------------------------------------------------
3.  Name and Address of Assignee of Secured                4.  [ ] if checked, products of collateral are
    Party(ies):                                                also covered.
                                                           ---------------------------------------------------
                                                           5.  This Financing Statement covers the        
                                                           following types (or items) of property:        
------------------------------------------------------     See Exhibit "A" attached hereto and by this    
6.  If the collateral is crops, the crops are              reference incorporated herein as if fully set  
    growing or to be grown on the following                forth.                                         
    described real estate:                                                                                    
                                                           The transaction related to this financing      
                                                           statement is a true lease; this precautionary  
                                                           notice file is made pursuant to U.C.C. 9-408   
                                                           (A.R.S. 47-9408).                              
--------------------------------------------------------------------------------------------------------------

7. If the  collateral  is (a) goods  which are or are to  become  fixtures;  (b)
timber to be cut;  or (c)  minerals  or the like  (including  oil and  gas),  or
accounts  resulting  from the sale  thereof at the wellhead or minehead to which
the security  interest  attaches upon extraction,  the legal  description of the
real estate concerned is:


And, this  Financing  statement is to be recorded in the office where a mortgage
on such real estate would be  recorded.  If the Debtor does not have an interest
of record, the name of a record owner is:
--------------------------------------------------------------------------------------------------------------
8. This  Financing  Statement  is signed by the  Secured  Party  instead of the debtor to perfect or continue
perfection of a security interest in:

[ ] collateral already subject to a security interest in jurisdiction when it was brought into this state.
[ ] proceeds of collateral because of a change in type or use.
[ ] collateral as to which the filing has lapsed or will lapse.
[ ] collateral acquired after a change of name, identity, or corporate structure of the Debtor.
--------------------------------------------------------------------------------------------------------------

   Cerprobe Corporation                        (Use           Dated:        10/10/96
-------------------------------------       whichever                --------------------------------------
By: SIGNATURE NOT LEGIBLE                       is            Wells Fargo Leasing Corporation
-------------------------------------       applicable)       ---------------------------------------------
Its:   President/CEO                                          By: SIGNATURE NOT LEGIBLE  Its:Vice President
-------------------------------------                         ---------------------------------------------
</TABLE>