RESEARCH AGREEMENT (And Amendments)

                  This Research  Agreement  ("Agreement") is entered into by and
between  AMTECH  SYSTEMS INC.  ("Sponsor")  and THE REGENTS OF THE UNIVERSITY OF
CALIFORNIA  ("University"),  a nonprofit  educational  institution  incorporated
under the laws of the State of California.

                                   Witnesseth

                  WHEREAS,  Sponsor  possesses an  ownership  interest in United
States Patent No. 5,215,588  entitled  "Photo-CVD  System" and issued on June 1,
1993 to Ji H. Rhieu of Mesa, Arizona; and

                  WHEREAS,   Sponsor  claims  existing  rights  in  intellectual
property  under  continuation-in-part  to  U.S.  Patent  No.  5,215,588,  Patent
Application Serial No. 08/067,286,  filed on May 25, 1993 (hereinafter  referred
to as Method A); and

                  WHEREAS,  University  claims  existing  rights in intellectual
property whose conception  occurred before the period covered by this Agreement,
is included in disclosure UC Case No. 93-338-1,  and is entitled "Parallel Purge
Configuration for Photo-CVD Process (UCSC B)" (hereinafter referred to as Method
B); and

                  WHEREAS,  University  claims  existing  rights in intellectual
property whose conception  occurred before the period covered by this Agreement,
is included in disclosure UC Case No. 93-338-1,  and is entitled  "Perpendicular
Purge Configuration for Photo-CVD Process (UCSC C)" (hereinafter  referred to as
Method C); and

                  WHEREAS,  the research project  contemplated by this Agreement
is of mutual interest and benefit to University and to Sponsor, will further the
instructional,  scholarship  and research  objectives  of University in a manner
consistent with its status as a nonprofit, tax-exempt,  educational institution,
and is  intended to further the  business  objectives  of Sponsor and to provide
benefits to Sponsor  through the actual  reduction to practice of Method A under
this Agreement; and

                  WHEREAS,  in this  Agreement  the term  Improvement  Invention
shall mean any patentable  invention  owned by the University  which includes or
broadens one or more of the claims in Method A and which is conceived  and first
actually  reduced to practice during the course of performing the research under
this Agreement; and

                  WHEREAS,  it is anticipated  that University will, as a result
of  the  research  project,   design  and  build  a  Photo-CVD  (chemical  vapor
deposition)  prototype and it is intended  that Sponsor  shall  receive  certain
rights to such prototype in accordance with the terms of this Agreement; and

                  NOW,  THEREFORE,  in  consideration of the premises and mutual
covenants herein contained, the parties hereto agree to the following:


1.                Research Work

                  1.1      University  shall use  reasonable  efforts to perform
                           the  Research  described in Exhibit A hereto which is
                           incorporated herein,  (hereinafter referred to as the
                           "RESEARCH"), under the direction of Roger W. Anderson
                           as   "Principal   Investigator,"   substantially   in
                           accordance  with the  terms  and  conditions  of this
                           Agreement. Anything in this Agreement to the contrary
                           notwithstanding,  Sponsor and  University  may at any
                           time amend the RESEARCH by mutual written agreement.

                  1.2      In the event that the Principal  Investigator becomes
                           unable or unwilling to continue the  RESEARCH,  and a
                           mutually  acceptable  substitute  is  not  available,
                           University  or  Sponsor  shall  have  the  option  to
                           terminate this Agreement.

                  1.3      University shall provide all necessary  facilities to
                           properly  and  fully  perform  the  RESEARCH  and  to
                           construct and test the Photo-CVD prototype.

2.                Period of Performance

                  2.1      The period of  performance of this Agreement is March
                           1, 1994 through April 30, 1995.  This Agreement shall
                           become  effective  upon  the  date of last  signature
                           hereto  and shall  continue  in  effect  for the full
                           duration of the period of  performance  unless sooner
                           terminated  in  accordance  with  the  provisions  of
                           Article 9.  Notwithstanding  the effectiveness of the
                           Agreement as described herein  paragraphs 4.3 and 6.1
                           shall  continue  in  effect  for the  periods  stated
                           herein.

3.                Reports

                  3.1      University  shall furnish  Sponsor  letter reports in
                           such frequency as mutually  agreed to by the parties,
                           but  no  less  than  monthly,  summarizing  the  work
                           conducted.  In addition,  on no less than a quarterly
                           basis,  University and Principal  Investigator  shall
                           provide oral presentations in person as to the status
                           of the  RESEARCH to Sponsor and  Sponsor's  guests at
                           the site of the RESEARCH or at  Sponsor's  offices at
                           Sponsor's  request.  A final report setting forth the
                           accomplishments  and significant  research  findings,
                           equipment  development and plans shall be prepared by
                           University  and  submitted to Sponsor  within  thirty
                           (30) days of the expiration of the Agreement.


4.                Costs, Billings and Other Support

                  4.1      It is agreed to and  understood by the parties hereto
                           that,  subject  to  Article  2,  total  costs  to the
                           Sponsor  hereunder  shall not  exceed  the  amount of
                           $360,549.  Payment  shall  be  made by  Sponsor  on a
                           reasonable cost reimbursable basis monthly in arrears
                           upon  submission  of  invoices by the  University  in
                           accordance  with the  schedules  attached  hereto  as
                           Exhibit B. Invoices submitted by the University shall
                           not  vary  by  more  than  five  percent  (5%) of the
                           attached schedules on a quarterly basis.

                  4.2      Checks  shall be made  payable to The  Regents of the
                           University of California and sent to:

                                    University of California, Santa Cruz
                                    Cashier's Office
                                    102 Hahn Student Services
                                    Santa Cruz, CA 95064

                  4.3      In   the   research,   development,    planning   and
                           construction  of a photo  enhanced CVD prototype used
                           in the processing and  manufacturing of semiconductor
                           devices,  and in other aspects of the  RESEARCH,  the
                           equipment  and  machinery   utilized   therein  shall
                           primarily be provided by Sponsor  through the funding
                           of the RESEARCH as described in paragraph 4.1 hereof.
                           In  addition,  University  may be required to utilize
                           some  equipment for certain of the  components of the
                           prototype  and in  other  aspects  of  the  RESEARCH.
                           Although  the  University  shall  retain title to any
                           such equipment and the prototype, it shall be subject
                           to the rights of  Sponsor to retain the  intellectual
                           property  rights  derived from the RESEARCH and other
                           rights   outlined   in   Articles  5  and  8  hereof.
                           University  shall  maintain in good working order and
                           condition  the  equipment and CVD prototype and shall
                           provide   Sponsor   with  the  right  of  access  and
                           noncommercial  use of the  equipment and prototype on
                           at  least  a  monthly  basis  for a two  year  period
                           commencing  with the  termination of this  Agreement.
                           Sponsor shall  reimburse  University  for the cost of
                           chemicals and supplies  necessary to process  samples
                           for the purpose of  demonstrating  the  equipment and
                           prototype during the period of access by Sponsor.

                  4.4      In the  event of  termination  of this  Agreement  by
                           Sponsor  pursuant to Article 9 hereof,  Sponsor shall
                           pay all costs  accrued  by  University  as of date of
                           termination, including noncancellable obligations.

5.                Publicity and Business Development

                  5.1      University  understands  and agrees that Sponsor is a
                           public  corporation and will inform its  shareholders
                           and issue a news  release  that it has  entered  into
                           this  Research  Agreement  with  University  for  the
                           RESEARCH  as  described  on  Exhibit  A and  for  the
                           development,     design    and     construction    of
                           photo-enhanced  CVD equipment  and machinery  used in
                           the processing  and  manufacturing  of  semiconductor
                           devices.  Sponsor  shall  have the right to visit the
                           site  of  the  RESEARCH  at  the  University  and  to
                           demonstrate any achieved  results of the RESEARCH and
                           the   development,   construction   and  use  of  the
                           Photo-CVD   equipment  and  machinery   developed  by
                           University.  Principal  Investigator  will  cooperate
                           with Sponsor in this  endeavor.  Sponsor  shall agree
                           that such visits to the  research  site shall be on a
                           reasonable  basis and will not  exceed  more than one
                           visit per month.

                  5.2      With the  exception  of  informing  shareholders  and
                           issuing news releases as described in paragraph  5.1,
                           nothing in this Agreement shall entitle Amtech to use
                           the   University's   name,   nor  any   employee   of
                           University,  in any publicity or advertising  without
                           the prior written approval of University.  University
                           will not use the name of Sponsor, nor any employee of
                           Sponsor,  in any publicity  without the prior written
                           approval of Sponsor.

6.                Confidentiality

                  6.1      University  agrees that  information,  techniques and
                           methods  obtained  in and through  the  RESEARCH  and
                           related to the  development,  design and construction
                           of  the  Photo-CVD   prototype  shall  be  considered
                           Confidential    Information.     Such    Confidential
                           Information    whether   provided   by   Sponsor   or
                           independently  developed by  University  which is not
                           specifically  excepted in paragraph 6.2 hereof, shall
                           be held in  strict  confidence  for the  term of this
                           Agreement  and for a period of three (3) years  after
                           its termination.  University agrees to safeguard such
                           Confidential Information against disclosure to others
                           with the same degree of care as it exercises with its
                           own information of a similar nature.  University will
                           take all reasonable  efforts to prevent disclosure to
                           third parties of such Confidential Information.

                  6.2      University shall not be required to keep confidential
                           the following:  (1)  information  which is now common
                           knowledge  or  subsequently  becomes  such through no
                           breach  of  this  Agreement;  (2)  information  which
                           reveals   the   results  of  the   RESEARCH   without
                           disclosing  the  methods  by which  the  results  are
                           obtained;  or (3) information which is required to be
                           disclosed by law.

7.                Publications

                  7.1      University  shall have the right to publish  research
                           information   of  general   scientific  and  academic
                           interest so long as said  publications  do not reveal
                           information  University  agrees to keep  confidential
                           pursuant  to  Article  6.  University  shall  furnish
                           Sponsor  with a copy of any proposed  publication  at
                           least  sixty  (60)  days  prior  to  submission   for
                           publication.  Sponsor  within  thirty  (30)  days  of
                           receipt of the proposed  publication  shall determine
                           if said  proposed  publication  reveals  Confidential
                           Information  of  Sponsor or would  otherwise  violate
                           this Agreement.  In the event Sponsor determines that
                           its  Confidential  Information  is  disclosed in such
                           publication,  it  shall  notify  University  and such
                           information  will be  removed  from the  publication.
                           Unless Sponsor notifies University within said thirty
                           (30) day period,  University  shall have the right to
                           submit said publication.

8.                Intellectual Property Rights

                  8.1      Ownership of Inventions
                           -----------------------

                           Any patentable invention or discovery invented solely
                           by employees  of  University  arising  from  research
                           conducted  under  this  Agreement  shall  be the sole
                           property  of  University  and shall be disposed of in
                           accordance with University's  policies subject to the
                           terms of this Agreement.  Any patentable invention or
                           discovery  invented  solely by  employees  of Sponsor
                           arising from research  conducted under this Agreement
                           shall be the sole  property  of Sponsor  and shall be
                           disposed of in  accordance  with  Sponsor's  policies
                           subject to the terms of this Agreement.

                           For any  invention or discovery  jointly  invented by
                           University   and  Sponsor   arising   from   research
                           conducted under this Agreement,  each party shall, in
                           accordance with the patent laws of inventorship,  own
                           an undivided  interest in the invention.  Any and all
                           joint   inventions   shall  be  fully  and   promptly
                           disclosed in writing and in  confidence  to the other
                           party.  The parties agree to consult with one another
                           prior  to  taking   any   action  to  obtain   patent
                           protection of such joint  invention and shall attempt
                           to agree on patent  applications to be filed and such
                           invention to be administered.

                           Inventorship  shall be determined in accordance  with
                           U.S. patent laws.

                  8.2      Licensing Rights to University Inventions
                           -----------------------------------------

                           Unless  it is  determined  by a  court  of  competent
                           jurisdiction  that  University is unable to do so and
                           provided  that  Sponsor  pays the  full  costs of the
                           research  project  supported by this Agreement as set
                           forth in the schedules  attached hereto as Exhibit B,
                           Sponsor shall be given a time-limited  first right to
                           negotiate an  exclusive,  royalty-bearing  license to
                           make, use and sell any patentable  invention which is
                           either 1) both (a)  included  in Method B or Method C
                           and (b) first  actually  reduced to  practice  in the
                           performance   of   research   under  this   Agreement
                           ("Research  Invention")  or 2)  conceived  and  first
                           actually  reduced to practice in the  performance  of
                           research  under this  Agreement.  This license  right
                           shall  exclude  those using laser or rare gas halogen
                           excimer light sources. It is specifically  understood
                           and agreed that  Method A shall be the primary  focus
                           of this RESEARCH.

                           University  shall  promptly  disclose  to  Sponsor in
                           writing  and in  confidence  any  such  invention  or
                           discovery arising under this Agreement; Sponsor shall
                           notify  University in writing within ninety (90) days
                           of disclosure to Sponsor  whether or not it wishes to
                           secure a  commercial  license to such  invention.  If
                           Sponsor  elects to secure a  license,  Sponsor  shall
                           assume  all  costs   associated   with  securing  and
                           maintaining   patent  protection  from  the  date  of
                           disclosure  through  the term of the license for such
                           invention(s),  whether or not Letter  Patent  issues.
                           The  parties  shall  negotiate  in  good  faith  said
                           license, which shall include, but not be limited to:

                           o       reasonable terms;
                           o       diligence  requirements  which  are no  more
                                   restrictive  than  performance by Sponsor to
                                   market the  product  under  such  license in
                                   countries including the United States within
                                   twenty-four  (24) months of the date of full
                                   execution of such license and in  quantities
                                   sufficient   to  meet  the  market   demands
                                   therefor; and
                           o       Sponsor's continuing obligation to pay patent
                                   costs.

                           Sponsor shall have an additional  one hundred  twenty
                           (120) days from the date of  election  to  conclude a
                           license  agreement with  University.  If Sponsor does
                           not elect to secure such  license or if such  license
                           agreement is not concluded in said period,  rights to
                           the inventions  disclosed hereunder shall be disposed
                           of in  accordance  with  University  policies with no
                           further obligation to Sponsor.

                           Further,  the earned royalty rate in any such license
                           to an  invention  which is an  Improvement  Invention
                           shall be one-half  percent (0.5%) of Net Sales of all
                           products  sold under the license.  In  addition,  the
                           earned  royalty  rate  in  any  such  license  to  an
                           invention which is a Research  Invention shall be not
                           less  than two  percent  (2%) and not more  than four
                           percent  (4%).  For  Research  Inventions  which  are
                           jointly  owned,   the  specific  royalty  rate  shall
                           reflect the relative contributions of the Sponsor and
                           the  University to such joint  inventions.  Net Sales
                           shall mean the total of the gross  invoice  prices of
                           Licensed  Product sold less the sum of the  following
                           actual and  customary  deductions  where  applicable:
                           cash,  trade,  or  quantity  discounts,  sales,  use,
                           tariff,  import/export  duties or other  excise taxes
                           imposed upon particular sales; transportation charges
                           and  allowances  or credits to  customers  because of
                           rejections or returns.

                  8.3      Nothing  contained in this agreement  shall be deemed
                           to grant either directly or by implication, estoppel,
                           or otherwise  any rights  under any  patents,  patent
                           applications or other proprietary interests,  whether
                           dominant  or  subordinate,  or any  other  invention,
                           discovery or improvement of either party,  other than
                           the  specific  patent  rights   covering   inventions
                           arising under this Agreement.

9.                Termination

                  9.1      Either party may terminate this Agreement upon thirty
                           (30) days prior written notice to the other.

                  9.2      Termination of this Agreement by either party for any
                           reason shall not effect the rights and obligations of
                           the parties  accrued prior to the  effective  date of
                           termination.   No  termination  of  this   Agreement,
                           however effectuated, shall affect the University's or
                           Sponsor's  rights  and  obligations  under  Article 8
                           thereof,  or release  the  parties  hereto from their
                           rights and  obligations  under Articles 4, 5, 6, 7, 8
                           and 10.

10.               Independent Contractor

                  10.1     In the performance of all services hereunder:

                           10.1.1   University  shall be  deemed to be and shall
                                    be an independent  contractor  and, as such,
                                    University  shall  not  be  entitled  to any
                                    benefits applicable to employees of Sponsor.

                           10.1.2   Neither  party is authorized or empowered to
                                    act as agent for the  other for any  purpose
                                    and shall  not on behalf of the other  enter
                                    into    ny    contract,     warranty,     or
                                    representation  as to  any  matter.  Neither
                                    shall be bound by the acts or conduct of the
                                    other.


11.               Insurance and Indemnification

                  11.1     University  warrants and represents  that  University
                           has adequate  liability  insurance,  such  protection
                           being  applicable  to officers,  employees and agents
                           while acting within the scope of their  employment by
                           University, and University has no liability insurance
                           policy  as such  that can  extend  protection  to any
                           other person.

                  11.2     University shall defend,  indemnify and hold Sponsor,
                           its officers,  employees, or agents harmless from and
                           against  any  and  all  liability,   loss,   expense,
                           attorneys'  fees or  claims  for  injury  or  damages
                           arising out of the performance of this agreement, but
                           only  in   proportion  to  and  to  the  extent  such
                           liability, loss, expense,  attorneys' fees, or claims
                           for  injury or damages  are caused by or result  from
                           the  negligent  or  intentional  acts or omissions of
                           University, its officers, agents, or employees.

                  11.3     Sponsor shall defend,  indemnify and hold University,
                           its officers,  employees, or agents harmless from and
                           against  any  and  all  liability,   loss,   expense,
                           attorneys'  fees or  claims  for  injury  or  damages
                           arising out of the performance of this Agreement, but
                           only  in   proportion  to  and  to  the  extent  such
                           liability, loss, expense,  attorneys' fees, or claims
                           for  injury or damages  are caused by or result  from
                           the  negligent  or  intentional  acts or omissions of
                           Sponsor, its officers, agents, or employees.

12.               Assignment

                  12.1     This Agreement  shall not be assigned by either party
                           without prior written  consent of the parties  hereto
                           excepting  so far as Amtech may  transfer  all rights
                           and duties under this  Agreement to its  successor in
                           interest.

13.               Agreement Modification

                  13.1     Any  agreement to change the terms of this  Agreement
                           in any way shall be valid  only if the change is made
                           in  writing  and  approved  by  mutual  agreement  of
                           authorized representatives of the parties hereto.

14.               Notices

                  14.1     Any notices  given under this  Agreement  shall be in
                           writing and delivered by  first-class  mail,  postage
                           prepaid, or by overnight courier service addressed to
                           the parties as follows:

                           14.1.1   For Sponsor:

                                            J. S. Whang, President
                                            Amtech Systems, Inc.
                                            131 South Clark Drive
                                            Tempe, AZ 85281

                           14.1.2   For University (contractual):

                                            Mark S. Coburn
                                            Contracts and Grants Office
                                            University of California, Santa Cruz
                                            399C Applied Sciences Building
                                            Santa Cruz, California 95064

                           14.1.3   For University (technical):

                                            Roger W. Anderson
                                            Board of Studies in Chemistry
                                            University of California, Santa Cruz
                                            1156 High Street
                                            Santa Cruz, California 95064

15.               Entire Agreement

                  15.1     This Agreement  constitutes the entire  understanding
                           between   the   parties   hereto  and  there  are  no
                           collateral,    oral   or   written    agreements   or
                           understandings.  This Agreement  supersedes any prior
                           oral or written  agreement or  understanding  between
                           the parties.

                  IN WITNESS  WHEREOF,  the parties have executed this Agreement
in two or  more  counterparts,  each as an  original  and  all  together  as one
instrument as of the date of last signature below written.


AMTECH SYSTEMS, INC.                    THE REGENTS OF THE
                                        UNIVERSITY OF CALIFORNIA

By   /s/J. S. Whang                     By   /s/ Mark S. Coburn
    --------------------------------         --------------------------------
Name    J. S. Whang                     Name     Mark S. Coburn
    --------------------------------         --------------------------------
Title   President                       Title    Contracts and Grants Manager
    --------------------------------         --------------------------------
Date    3-2-94                          Date        2-28-94
    --------------------------------         --------------------------------

<PAGE>


                                                                       EXHIBIT A
                                                                   RESEARCH WORK


                                 A Proposal From

                   The Regents of the University of California

                                       to


                               Amtech Systems Inc.
                                 131 South Clark
                              Tempe, Arizona 85281

                         Photo-CVD Equipment and Process

Principal Investigator:
Roger W. Anderson
Professor of Chemistry
University of California
Santa Cruz, CA 95064

                                    Abstract

This proposal is for the development of a single wafer/flatpanel photo-CVD tool.
Silicon  oxide  and  silicon  nitride   depositions  will  be  demonstrated  and
characterized.  The photo-CVD tool will be very useful for thinfilm  depositions
for integrated  circuit  applications,  for flat panel  displays,  and for solar
panel  applications.  This  proposal  is for the  time  period  1 Jan 1994 to 28
February  1995. The proposal is for $360,549 in direct and indirect  costs.  The
University of California cost sharing is $165,400 in equipment.

                                    Proposal

This proposal from the Regents of the University of California to Amtech Systems
Inc is for a grant to  support  work in the  laboratory  of  Professor  Roger W.
Anderson  that will  develop a  photo-CVD  tool.  The goal of the  research  and
development  work will be the design and  characterization  of a photo-CVD  tool
that  will  provide a  variety  of  thinfilm  depositions  with  good  thickness
uniformity and convenient process control.

Attached to this  proposal  are the  following  items:  Work plan for  photo-CVD
equipment  development;  Time  line for  photo-CVD  equipment;  Detailed  budget
including salaries, supplies, and equipment; Equipment justification; and a burn
rate estimate.  The  cumulative  monthly totals will not be exceeded for a given
month. The Photo-CVD Prospectus and CV for Roger W. Anderson have been forwarded
to Amtech in October.  The background and context for this proposal is described
in the Prospectus.

The grant will  provide  salaries,  benefits,  and overhead for the R&D team who
will develop the photo-CVD tool. The grant will also purchase required equipment
for the tool  development,  and the components of the prototype.  The grant will
also provide a budget for  expendable  supplies.  Much detail is provided in the
attached budget pages.

Large identified  budgetary items are for salaries.  I will head up the project,
but two post-doctoral  people will be hired to do most of the design and process
development work. The grant will also support one graduate student for one year,
and one graduate student for the summer of 1994.

The overall work product will be AUTOCAD  designs for the Photo-CVD tool and the
test results for all designs that were built.  The research  effort is likely to
result in the optimal  design for a single wafer  Photo-CVD  tool. In particular
the  research  effort  will  provide a good  solution  to the problem of coating
optics in photo-CVD  depositions.  The photo-CVD  prototype  will provide simple
evaluation of different purge  configurations  that can solve this problem.  The
purge configuration  described in the Amtech patent will be the primary focus of
this work.

The photo-CVD tool will be designed to deposit  thinfilms on a single  substrate
up to 200 mm in width.  The substrates  will be loaded by opening one end of the
chamber.  The design will allow  convenient use of a variety of  conventional UV
lamps as well as excimer  lasers.  The first testing of the photo-CVD  tool will
simply use low pressure mercury lamps to photolyze metal carbonyl molecules. The
resulting  metallic coatings will be provide a good evaluation of both the purge
technology  and the  deposition  uniformity.  The  photo-CVD  tool will be built
utilizing UV lamps that provide  illumination over a long narrow region, and the
lamps may provide cw or pulsed light.  The  illuminated  region on the wafer has
quite small area but the long  direction of the  illumination  is long enough to
extend the width of the substrates.  Use of a small illuminated region minimizes
the  necessary  purge gas flow,  and this will greatly  help provide  deposition
uniformity  across  the  width of the  substrate.  Uniformity  over  the  entire
substrate  will  be  obtained  using  several  UV  lamps  for the  Amtech  purge
configuration or by moving the substrates in the direction  perpendicular to the
length of the  photolysis  lamps.  The length of the  motion  will be made large
enough to allow  convenient  loading and unloading of the substrates.  After the
tool is producing  uniform  depositions  with the low intensity  conventional UV
sources,  it will be  with  the use of an  excimer  laser  as the  source  of UV
photons. The photo-CVD tool will also include some in-situ thinfilm measurements
that will greatly  speed up process  development.  The process  parameters  (gas
composition  and  pressure,   temperature,  and  scan  rate)  will  be  computer
controlled.

It should be easy to market copies of the UCSC developed  photo-CVD tools to R&D
laboratories  of the  semiconductor  industries.  Once the industry  accepts the
technology,  the photo-CVD technology can be repackaged for use with the cluster
tools of various semiconductor equipment companies.

WORK PLAN for Photo-CVD development
(Note:  This assumes a starting date of 15 February  1994.  For a later starting
date add the delay to these dates.)

Start 15 February 1994
Order AUTOCAD computer system. 20 February 94: start 2 postdoctoral positions on
25 April 94.

Task I:  Finish 26 April 1994
         Machine drawings for photo-CVD  vacuum chamber,  drawings for substrate
         heated  stage,   bids  and  order  for  vacuum  chamber   construction,
         quotations  and  orders  for  vacuum  pumps,  pressure  gauges,  vacuum
         feedthroughs,  heaters,  temperature  controllers,  linear  motion  and
         sensing,  vacuum stand, fasteners and seals, venting and electrical for
         vacuum pumps. Preliminary value engineering.

Task II:  Finish 5 August 1994
         Order control computer and interface, power supplies. Assemble and test
         vacuum  chamber,  test  translation  and  heating of  substrate  stage.
         Specify  and order gas tray with  MFCs and  valves.  Write  preliminary
         version  of  control   software.   Design  the  patented  Amtech  purge
         configuration  into  hardware  as the  first  purge  configuration  and
         specify conventional UV light source. Refine value engineering.  Silane
         facilitization of laboratory.

Task III:  Finish 9 November 1994
         Construct bubbler for metal carbonyls,  construct chamber exhaust metal
         carbonyl  destroyer  for  safety.   Assemble  simple  in-situ  thinfilm
         thickness  monitor.  Install  RGA.  Test  Amtech  purge  configuration.
         Determine  effect of  process  and purge  gas flow and  temperature  on
         thinfilm  uniformity.  Test horizontal  purge design.  Test other purge
         configurations if necessary.

Task IV:  Finish 18 April 1995
         Demonstrate  silicon  oxide and silicon  nitride  depositions  with low
         pressure  mercury  lamp and excimer  laser  irradiation.  Proceed  with
         flashlamp and mercury  sensitization.  Refine AUTOCAD drawings and part
         lists. Final Report.

Interim progress reports:
         Short  reports will be submitted on the first of every month during the
         project,  and summary  reports will be submitted at the finish date for
         each task.  Trips to Amtech will be made at the conclusion of tasks II,
         III, and IV.

AUTOCAD files, parts lists
         AUTOCAD  files and parts  lists  including  vendors  and prices will be
         available at the conclusion of tasks III and IV.

<PAGE>
<TABLE>
                                 PHOTO CVD TOOL
<CAPTION>

Task Name                              Responsible  Start        Duration           End

<S>                                       <C>       <C>          <C>               <C>
Design Prototype                                    15/Feb/94    105.00 d           20/Jul/94
  Specify/delivery of AUTOCAD computer    RWA       15/Feb/94     15.00 d           08/Mar/94
  Recruit for 2 postdocs                            15/Feb/94     45.00 d           22/Apr/94
  Order Vacuum Pumps, pressure gauges     RWA       15/Feb/94      2.00 d           16/Feb/94
  Order ellipsometer                                17/Feb/94      2.00 d           18/Feb/94
  Drawings for Vacuum Chamber             RWA       09/Mar/94     20.00 d           06/Apr/94
  Drawings for Substrate heated stage     RWA       07/Apr/94      5.00 d           14/Apr/94
  Order vacuum feedthroughs               RWA       25/Apr/94      1.00 d           25/Apr/94
  Order heaters, temperature controllers  RWA       26/Apr/94      1.00 d           26/Apr/94
  Order linear motion equipment           RWA       27/Apr/94      1.00 d           27/Apr/94
  Order vacuum stand                      RWA       15/Mar/94      5.00 d           21/Mar/94
  Laboratory facilities                   RWA       09/Mar/94     90.00 d           20/Jul/94
  Order fasteners and seals               RWA       07/Apr/94      5.00 d           14/Apr/94
  Postdocs arrive                                   25/Apr/94      1.00 d           25/Apr/94
  Task I                                            26/Apr/94      0.00 d           26/Apr/94
Assemble Prototype                                  27/Apr/94     70.00 d           05/Aug/94
  Take delivery of ordered items                    27/Apr/94      1.00 d           27/Apr/94
  Specify and build gas tray              PD1       27/Apr/94     20.00 d           25/May/94
  Specify and build bubbler               PD1       26/May/94     13.00 d           14/Jun/94
  Design and construct first purge        PD2       27/Apr/94     35.00 d           16/Jun/94
  Construct exhaust conditioner           PD2       15/Jun/94     15.00 d           06/Jul/94
  Assemble and test vacuum chamber        PD1       15/Jun/94     36.00 d           04/Aug/94
  Test translation and heating            PD2       07/Jul/94     22.00 d           05/Aug/94
  Order control computer                  Grad      27/Apr/94      5.00 d           03/May/94
  Construct computer interface            Grad      04/May/94     15.00 d           25/May/94
  Write control software                  Grad      26/May/94     30.00 d           08/Jul/94
  Order, delivery of gases/chemicals      Grad      11/Jul/94     20.00 d           05/Aug/94
  Order Hg lamps, mount, power supply     RWA       17/May/94      5.00 d           24/May/94
  Task II                                           05/Aug/94      0.00 d           05/Aug/94
Purge and process tests                             21/Jun/94    131.65 d           30/Dec/94
  Assemble in-situ thickness monitor      PD1       05/Aug/94     15.00 d           26/Aug/94
  Install RGA                             PD2       05/Aug/94     15.00 d           26/Aug/94
  Test lamps and optics                   Grad      05/Aug/94     15.00 d           26/Aug/94
  Test first purge with NI(CO)4           PD1       26/Aug/94      5.00 d           02/Sep/94
  Determine, process effects              PD1       02/Sep/94     20.00 d           03/Oct/94
  Analyze NI films                        Grad      26/Aug/94     53.50 d           15/Nov/94
  Build 2nd purge configuration           PD2       02/Sep/94     17.50 d           28/Sep/94
  Test 2nd configuration                  PD1       03/Oct/94     25.00 d           09/Nov/94
  Design water cleaning module            PD1       09/Nov/94     34.50 d           30/Dec/94
  Design excimer laser optics             Grad2     21/Jun/94     33.00 d           05/Aug/94
  Research pulsed light sources           Grad2     08/Aug/94     27.00 d           14/Sep/94
  Design Hg sensitization process         Grad      15/Nov/94     20.00 d           14/Dec/94
  Modifications indicated during Task III PD2       28/Sep/94     27.00 d           07/Nov/94
  Task III                                          09/Nov/94      0.00 d           09/Nov/94
Oxide and Nitride Process                           09/Nov/94    103.32 d           18/Apr/95
  Demonstrate silicon oxide w/Hg lamps    PD2       09/Nov/94     34.00 d           30/Dec/94
  Analyze lamp oxide samples              PD2       30/Dec/94     20.00 d           02/Feb/95
  Demonstrate silicon nitride w/Hg lamps  PD1       30/Dec/94     25.00 d           10/Mar/95
  Demonstrate silicon oxide with laser    PD2       02/Feb/95     25.00 d           10/Mar/95
  Analyze laser oxide samples             PD2       10/Mar/95     20.00 d           07/Apr/95
  Demonstrate silicon nitride with laser  PD1       10/Mar/95     20.00 d           07/Apr/95
  Analyze laser nitride samples           PD1       07/Apr/95      4.00 d           18/Apr/95
  Design flash lamp source                Grad      14/Dec/94     78.82 d           12/Apr/95
  Revise drawings                         RWA       10/Mar/95     22.50 d           11/Apr/95
  Final Report                            RWA       06/Apr/95      5.00 d           18/Apr/95
  Task IV                                           18/Apr/95      0.00 d           18/Apr/95

Printed: 17/Feb/94
Page 1
</TABLE>

                                                                       EXHIBIT B
DETAILED BUDGET:  03/01/94 - 04/30/95                            RESEARCH BUDGET

BUDGET CATEGORY                              AMTECH           UCSC        TOTAL

A. SENIOR PERSONNEL

   1.  Principal Investigator (PI)

         Dr. Roger Anderson
         100% time  3.00 sum mos             21,576            0          21,576

   Total Senior Personnel                    21,576            0          21,576

B. OTHER PERSONNEL

   1.  Postdoctoral Researcher
         To Be Selected
         100% time  12.00 mos ea yr          26,742            0          26,742

   2.  Postdoctoral Researcher

         To Be Selected
         100% time  12.00 mos ea yr          26,742            0          26,742

   3.  Graduate Student Researcher (GSR)

         To Be Selected
         1  50% time 9.00 acad mos           10,173            0          10,173

   4.  Graduate Student Researcher (GSR)

         To Be Selected
         2  50% time 3.00 sum mos             7,722            0           7,722

   5.  Undergraduate Student Assistants

         274 hours acad mos                   1,404            0           1,404

   Total Other Personnel                     72,783            0          72,783

   TOTAL SALARIES AND WAGES                  94,359            0          94,359

C. FRINGE BENEFITS           Yr 1   Yr 2
   (resp ea yr

   1.  P.I.'s acad mos      19.00%  20.00%        0            0               0
   2.  P.I.'s sum mos        3.40%   3.40%      734            0             734
   3.  P.I.'s OASDI          6.20%  ea yr       506            0             506
   4.  Postdoctoral
       Researcher           18.50%  19.00%    4,947            0           4,947
   5.  Specialist           18.50%  19.00%    4,947            0           4,947
   6.  GSR acad mos          2.24%  ea yr       228            0             228
   7.  GSR sum mos           2.24%  ea yr       173            0             173
   8.  USA acad mos          2.24%  ea yr        31            0              31
   9.  Tuition remission
       and fees                               2,307            0           2,307
   10. Student Health
       Insurance (GSHIP)                        568            0             568

   TOTAL FRINGE BENEFITS                     14,441            0          14,441

       TOTAL SALARIES, WAGES,
       AND FRINGE BENEFITS                  108,800            0         108,800

<PAGE>

DETAILED BUDGET:  03/01/94 - 04/30/95

BUDGET CATEGORY                              AMTECH        UCSC          TOTAL

D. PERMANENT EQUIPMENT-
   PLEASE SEE ATTACHED LISTING              159,705      165,400         325,105

E. TRAVEL
   Domestic
    1. Travel to Amtech                       2,000            0           2,000
    2. Travel to MRS meeting                  1,200            0           1,200

   TOTAL TRAVEL                               3,200            0           3,200

F. PARTICIPANT SUPPORT COSTS                      0            0               0

G. OTHER DIRECT COSTS
   1.  Materials and Supplies-
       Please see attached listing           20,200            0          20,200
   2.  Other
       a.  Machine and glass shop charges     3,000            0           3,000
       b.  Postage, long-distance telephone,
           tax, e-mail duplicating            1,800            0           1,800

   Total Other                                4,800            0           4,800

   TOTAL OTHER DIRECT COSTS                  25,000            0          25,000
--------------------------------------------------------------------------------
H. TOTAL DIRECT COSTS                       296,705      165,400         462,105
--------------------------------------------------------------------------------

I. INDIRECT COSTS
   1.  Indirect Cost Base                   134,125            0         134,125
--------------------------------------------------------------------------------
   2.  On-campus research rate
       47.6% of MTDC                         63,844            0          63,844
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------
J. TOTAL DIRECT AND INDIRECT COSTS          360,549      165,400         525,949
--------------------------------------------------------------------------------

<PAGE>

                                                   supplies cvd

PHOTO-CVD SUPPLIES

Supply Budget

1. Gases
       Silanes, nitrous oxide, ammonia,                                $8,000
       hydrogen fluoride, fluorine, rare
       gases, hydrogen, nitrogen, oxygen, ...
                                Total Gases                            $8,000

2. Chemicals
       Metal Carbonyls                                                   $600
                                Total Chemicals                          $600

3. Optics
       Supersil Windows                                                $3,000
                                Total Optics                           $3,000

4. Misc Supplies

   Liquid nitrogen for purge                                           $1,800
   Vacuum Pump Oil                                                       $500
   Electronic Components                                               $1,000
   VCR Gaskets, tubing                                                   $500
   Silicon, glass substrates                                           $2,000
   Floppy disks 8 backup tapes                                           $300
                                Total misc supplies                    $6,100

5. Outside services
       Thinfilm Analysis                                               $2,500

                                DIRECT SUPPLY TOTAL                   $20,200


                                     Page 1
<PAGE>


                                                       equipment 11

PHOTO-CVD TOOL
 EQUIPMENT (no indirect costs)                             Amtech          UCSC

                                      Total w/o tax, ship $145,220      $165,400
                                      Total w/tax, ship   $159,705

1.  Autocad Computer System
       486 DX2/66 Computer                    $2,400
       Multiscan monitor                      $1,000
       AutoCad software                       $1,000
       Printer                                $1,400
                          Total CAD system    $5,800        $5,800

2. Photo-CVD Tool

   A.  General Facility                                     $2,000          $500
         Stand for Vacuum Chamber             $1,000
         Electronics/computer racks                                         $500
         Vent, electrical for vac pun         $1,000

   B.  Vacuum Chamber                                      $22,000        $2,500
         Main vacuum enclosure               $15,000
         Electrical feedthroughs              $1,000                        $500
         Motion feedthroughs                  $1,000                      $1,000
         Gas feedthroughs                     $1,000                      $1,000
         Flanges for lamp mounting            $2,000
         Flange for substrate loading         $1,000
         Fasteners and seals                  $1,000

   C.  Vacuum pumping and general gauging                  $24,800       $26,200
         Mechanical pump 36.7 CFM                                         $5,000
         Roots/Mech pump 179 CFM             $13,300
         2 Foreline traps                       $700                        $700
         5 Bellows vacuum valves              $2,800                        $700
         SS flex tube/Fittings                $2,000
         Butterfly valve                                                  $2,500
         4 Baratrons                          $2,000                      $2,000
         Adaptor pressure control             $2,000
         Gate Valve                                                       $4,200
         Cryopump                                                         $5,000
         Compressor                                                       $5,000
         Flexline                                                           $600
         Vacuum Collars - Cryopump            $2,000
         Ionization Gauge                                                   $500

   D. Substrate stage                         $6,000        $6,000        $4,000
         Linear bearings, material

                                     Page 1
<PAGE>

         Translation mechanism (motor or air)
         Position sensing
         Heater and temperature control                                   $1,000
         Stepper Motor Control                                            $3,000

   E.  Process Gas control                                 $23,820       $26,700
         10 Mass flow controllers             $4,800                     $10,000
         2 MFM                                $1,620
         20 Filters                           $1,300
         32 Bellows sealed valves             $1,000                      $7,200
         VCR fittings                         $1,200                      $1,000
         Computer solenoid valves             $1,000
         Differential Baratron gauge                                      $1,500
         Gas heating                          $1,000
         Gas Regulators                       $2,000                      $6,000
         Stainless steel tubing                 $200
         Bubbler for liquid reactant          $4,000                      $1,000
         2 Five Channel MFC control           $3,700
         Pressure readout                     $2,000

   F.  Photolysis lamp assembly, light sources             $30,000       $71,000
         Materials, quartz, contruc          $18,000
         Purge control                        $2,000
         Lamps/power supplies                $10,000                      $1,000
         Excimer laser                                                   $70,000

   G.  486 Computer For Process Control      $4,800         $4,800          $500
         A/D and D/A for MFCs
         A/D for pressure sensing
         Interface for temperature control
         Interface for substrate scanning
         5, +15,-15, 24 volt power supplies                                 $500

    H.  Enhancements                                        $5,000       $31,000
         RGA                                  $2,000                     $30,000
         In-situ thickness monitorir          $3,000                      $1,000

    I.  Safety Equipment                                   $11,500        $3,000
         Hazardous gas sensing                $1,500                      $3,000
         Burn box/Scrubber                    $2,000
         Facilitize Lab for silane use        $8,000

   J.  Thinfilm Analysis Equipment                          $9,500
         Ellipsometer                         $9,500

                                     Page 2
<PAGE>



                        Photo-CVD Equipment Justification

This document provides additional comments about the equipment budget items.

1.  Autocad Computer System

         This  computer  system  and laser  printer  will be used to design  the
         photo-CVD  equipment and the microwave  excited rare gas/halogen  light
         source,   and  to  make  the  machine  drawings   necessary  for  their
         construction.  These files will be sent to Amtech at the  conclusion of
         Tasks III and IV.

2.  Photo-CVD Equipment

A. General Facility
         This budget item will provide the stand for the  equipment  and pay for
         the  electrical  connections  and venting of the  equipment  and vacuum
         pumps. The UCSC contribution is for an electronic rack

B.  Vacuum Chamber
         This budget item will provide the basic vacuum  chamber and its flanges
         and  connections to the outside world.  Once the main chamber design is
         fixed,  a decision will be made whether the chamber  should be machined
         from solid aluminum blocks, hydroformed, or welded from smaller pieces.
         The UCSC contribution is for various feedthroughs.

C.  Vacuum pumping and general gauging
         The 36.7  vacuum pump (LH D60A) will be used for  cryopump  backing and
         roughing  down the main vacuum  chamber.  This pump is  contributed  by
         UCSC. The 179 CFM roots blower/mechanical pump is necessary for process
         exhaust.  A large  capacity  for  exhaust  is  required  because of the
         substantial  gas flow that will be used for  optical  window  purge.  A
         roots blower will provide the necessary volumetric flow at pressures up
         to 10 torr.  It may be possible  to  purchase  this item on the surplus
         equipment   market.   The   foreline   traps  are  required  to  reduce
         backstreaming  of pump oil into the  chamber.  The  bellows  valves are
         required for cryopump foreline and process exhaust. The stainless steel
         flexible tubing and the fittings are required to connect the mechanical
         pumps. The butterfly valve will be used for process  pressure  control.
         Input to the control unit  (Adaptorr)  will be made from one or more of
         the  capacitance  manometers  (Baratrons).  The gate  valve,  cryopump,
         compressor,  and flexline are  contributed  by UCSC and are required to
         provide a low base  pressure  in the  chamber.  This is  necessary  for
         substrate  surface  preparation and for the satisfactory  deposition of
         metallic coatings.  The vacuum collars are required to connect the gate
         valve and the cryopump to the vacuum system.  The ionization gauge will
         monitor the base pressure.

D.  Substrate stage
         The  substrate  stage must be heated  and  precisely  moveable.  Linear
         bearings,  position sensing, heaters and controllers are necessary. The
         UCSC  contribution  is for Anaheim  stepper motor  controllers  and for
         temperature controllers.

E.  Process Gas control
         This is a very important item as it will provide the proper process gas
         mixtures and the proper amount of purge gas that is necessary. Seven of
         the ten mass flow  controllers  will be  contributed  by UCSC. The mass
         flow meters are necessary to provide on line  calibration  of the MFCs.
         UCSC can  contribute  many of the bellows  sealed valves and regulators
         for gas  cylinders.  The  differential  Baratron gauge will be used for
         process and purge gas pressure control,  it exists already at UCSC. The
         main  expense for the bubbler is a  refrigerated  bath and machine shop
         time. UCSC can contribute  valves and other  fittings.  The MFC control
         and pressure readout will provide manual as well as computer control of
         process conditions.

F.  Photolysis lamp assembly, light sources
         This is  probably  the  most  important  budgetary  item.  This  budget
         subheading will fund the different  implementations  of purge and light
         sources.  The  construction  budget  should allow testing of as many as
         three purge  designs.  The purge  control  budget will provide  special
         machining  of parts to  provide  optimum  separation  of the purged and
         process  regions.  The lamp and power  supply  budget will  provide low
         pressure  mercury  lamps of both  standard and special 185 nm optimized
         types.  The power supply budget will also provide the possibility of DC
         operation  of the mercury  lamps that has been shown to provide  better
         efficiency  in the UV.  Flash  lamps  and  power  supplies  can also be
         purchased.  The UCSC contribution includes power supplies and use of an
         excimer laser.

G.  486 Computer for Process Control
         This computer will have  analog/digital and  digital/analog  interfaces
         for process control.  It will also interface with the MFC control units
         and the Adaptorr pressure controller. The process control software will
         be written in C.

H.  Enhancements
         The RGA is necessary to check process gas  composition,  to check purge
         efficiency,  and to look for leaks.  UCSC has a LH IQ200 RGA with turbo
         mechanical pumps.  However it needs some repair work which would be the
         Amtech   contribution.   The  In-situ   thickness  monitor  will  probe
         deposition   thickness  by  measuring  reflection  and/or  transmission
         through thin films. A laser and a photodetector are required.  UCSC can
         contribute optical mounts and mirrors.

I.  Safety Equipment
         This item will provide  hazardous  gas sensing,  and  post-process  gas
         treatment.  Venting  must be provided in the UCSC  laboratories  to use
         silane.

J.  Thinfilm Analysis Equipment
         An  ellipsometer  is  required to provide  the  thickness  and index of
         refraction of deposited  silicon  dioxide and nitride  thinfilms.  This
         equipment does not presently  exist at UCSC and must be acquired.  This
         price if for a used automatic ellipsometer.

         The UCSC campus has excellent FTIR facilities  however that can be used
         for routine analysis of silicon oxide and nitride thin films.



<PAGE>

<TABLE>


                                   Burn Rate for Photo-CVD Equipment and Process


<CAPTION>

MONTH             SALARY       EQUIPMENT      SUPPLIES        TRAVEL          OTHER        MONTH TOT.     CUMULATIVE

<S>             <C>            <C>            <C>            <C>            <C>           <C>            <C>
Feb-94          $      0       $ 10,000       $    764       $      0       $    299       $ 11,063       $ 11,063
Mar-94          $  1,354       $ 34,660       $    764       $      0       $    261       $ 37,039       $ 48,103
Apr-94          $  1,354       $ 50,013       $    764       $    517       $    522       $ 53,170       $101,273
May-94          $ 11,175       $ 13,970       $  2,293       $      0       $    522       $ 27,960       $129,234
Jun-94          $  9,821       $ 18,172       $  2,293       $    517       $    522       $ 31,325       $160,559
Jul-94          $ 22,905       $ 19,690       $  2,293       $      0       $    522       $ 45,411       $205,969
Aug-94          $ 22,905       $  3,850       $  2,293       $    517       $    522       $ 30,088       $236,057
Sep-94          $ 20,963       $  3,300       $  2,293       $      0       $    522       $ 27,079       $263,136
Oct-94          $  9,821       $  3,300       $  2,293       $    517       $    522       $ 16,453       $279,589
Nov-94          $  9,821       $  2,750       $  2,293       $      0       $    522       $ 15,386       $294,975
Dec-94          $  9,821       $      0       $  2,293       $  2,141       $    522       $ 14,777       $309,752
Jan-95          $  9,821       $      0       $  2,293       $      0       $    522       $ 12,636       $322,388
Feb-95          $  9,821       $      0       $  2,293       $      0       $    522       $ 12,636       $335,024
Mar-95          $  9,821       $      0       $  2,293       $      0       $    522       $ 12,636       $347,660
Apr-95          $  9,821       $      0       $  2,293       $    514       $    261       $ 12,889       $360,549




Subtotals       $159,221       $159,705       $ 29,815       $  4,723       $  7,085       $360,549

                                                                 Total for Phase I         $360,549

</TABLE>



<PAGE>



                              AMTECH SYSTEMS, INC.


March 1, 1994


Mr. Mark S. Coburn
Contracts and Grants Office
University of California, Santa Cruz
399C Applied Sciences Building
Santa Cruz, California  95064

Dear Mr. Coburn:

   
I have signed the Research  Agreement  previously  executed by you. However,  in
reviewing  it one  final  time I  wanted  to be sure of  your  understanding  in
Paragraph 4.3 that the phrase "during the period of access by Sponsor" commences
upon termination of the fourteen month term of this agreement. In Paragraph 8.2,
the phrase "that sponsor pays full cost",  means that sponsor's full cost of the
research project under this agreement is $360,549.00.  And in Paragraph  14.1.1,
Amtech's  address is 131 South Clark  Drive.  Please  execute this letter in the
space provided confirming your understanding.     

I look forward to a mutually  beneficial  and  enjoyable  relationship  with the
University of California.

Sincerely,

/s/J.S. Whang
J.S. Whang
President

JSW:cb

As discussed  with you on March 2, 1994 the points above,  except for the fourth
sentence referencing "Research Inventions," are confirmed as our understanding.

APPROVED AND EXECUTED BY:


 /s/Mark S. Coburn                  3-2-94
---------------------------------------------
Mark S. Coburn

<PAGE>



                              AMTECH SYSTEMS, INC.

March 30, 1994

Mr. Mark S. Coburn
University of California, Santa Cruz
Contracts and Grants Office
399C Applied Sciences Building
Santa Cruz, California  95064

Dear Mr. Coburn:

The purpose of this letter is to confirm and to reduce to writing the  agreement
of Amtech  Systems,  Inc.  ("Sponsor")  and The  Regents  Of The  University  of
California  ("University")  to modify the Research  Agreement between them dated
March 2, 1994, as provided below.

Section 4.1 shall be modified as follows:
         The total  cost to the  Sponsor  shall not exceed  $355,405  payment of
         which shall be made in full prior to March 31, 1994.

Section 9.1 shall be amended to read as follows:
         Sponsor  may  terminate  this  Agreement  upon  thirty  (30) days prior
         written notice to the University.

Nothing in this  letter in any way affects  any of the other  provisions  of the
Research  Agreement  or  any  of  the  obligations  of  either  of  the  parties
thereunder.

If the foregoing  accurately  reflects your  understanding  and you agree as set
forth  above,  please  have a copy of this  letter  signed by a duly  authorized
person and return it to us, whereupon it will become a binding  amendment to the
Research Agreement.

Very truly yours,

/s/J.S. Whang
J.S. Whang, President

JSW:cb

ACCEPTED AND AGREED TO:
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA

By:      /s/ Mark Coburn
    --------------------------------
        Mark S. Coburn
Their:  Contracts and Grants Manager
       --------------------------------
<PAGE>



FAX

Contracts and Grants Office
399C Applied Sciences Building
University of California, Santa Cruz
Santa Cruz, CA  95064
tel; (408) 459-4114
fax; (408) 459-4989
email: mcoburn@ucsco.ucsc.edu

                                        To:                J.S. Whang
                                                           ---------------------
                                 Organization:             Amtech Systems, Inc.
                                                           ---------------------
                                        FAX No:            (602) 968-3763
                                                           ---------------------
                                        Date:              March 30, 1994
                                                           ---------------------
                                        From:              Mark Coburn
                                                           ---------------------

Number of pages (including this cover page):               2

                                    Message:   J.S., please send back a copy
                                               with your signature for our
                                               records. Thanks.





          Please notify us if this document was not properly received.

<PAGE>


                              AMTECH SYSTEMS, INC.

March 7  1995

Mr. Mark S. Coburn
University of California, Santa Cruz
Contracts and Grants Office
399C Applied Sciences Building
Santa Cruz, California  95064

Dear Mr. Coburn:

The purpose of this letter is to confirm and to reduce to writing the  agreement
of Amtech  Systems,  Inc.  ("Sponsor")  and The  Regents  Of The  University  of
California ("University") to modify the Research Agreement ("Agreement") between
them dated March 2, 1994, as provided in Section 1.1 and below.

WHEREAS, the Work Plan included as a part of Exhibit A to the Agreement reflects
a planned  start date of  February  15,  1994 and the actual  start date for the
Research was April 15, 1994; and

WHEREAS,  the same Work Plan reflects that two (2) post doctoral  positions were
to be filled on April  25,1994  and the actual  dates  that the post  doctorates
arrived at the University were June 20 and June 27, 1994.

NOW,  THEREFORE,  the first sentence of Section 2.1 is hereby  modified to read,
"The period of  performance of this Agreement is April 15, 1994 through June 30,
1995."

Nothing in this letter in any way  modifies any of the other  provisions  of the
Research Agreement.

If the foregoing  accurately  reflects your  understanding  and you agree as set
forth  above,  please  have a copy of this  letter  signed by a duly  authorized
person and return it to us, whereupon it will become a binding  amendment to the
Research Agreement.

Very truly yours,

/s/J.S. Whang
J.S. Whang, President

JSW:rh

ACCEPTED AND AGREED TO:
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA

By:  /s/Mark Coburn
    --------------------------------
Their: Contracts and Grants Manager
       -----------------------------


<PAGE>



                              AMTECH SYSTEMS, INC.

June 26, 1995

Mr. Mark S. Coburn
University of California, Santa Cruz
Contracts and Grants Office
399C Applied Sciences Building
Santa Cruz, California  95064

Dear Mr. Coburn:

The purpose of this letter is to confirm and to reduce to writing the  agreement
of Amtech  Systems,  Inc.  ("Sponsor")  and The  Regents  Of The  University  of
California ("University") to modify the Research Agreement ("Agreement") between
them dated March 2, 1994, as provided in Section 1.1 and below.

Because of the  resignation  of Ji Ding and the fact that it is not  feasible to
hire another  talented postdoc for this project for the remaining months of Ji's
position,  we hereby agree to an extension of our agreement  through October 15,
1995.

   
NOW,  THEREFORE,  the first sentence of Section 2.1 is hereby  modified to read,
"The period of performance  of this  Agreement is March 1, 1994 through  October
15, 1995."     

It is  understood  that this  extension  involves no  additional  cost to Amtech
Systems, Inc., the Sponsor.

Nothing in this letter in any way  modifies any of the other  provisions  of the
Research Agreement.

If the foregoing  accurately  reflects your  understanding  and you agree as set
forth  above,  please  have a copy of this  letter  signed by a duly  authorized
person and return it to us, whereupon it will become a binding  amendment to the
Research Agreement.

Very truly yours,

/s/J.S. Whang
J.S. Whang, President

JSW:rh

ACCEPTED AND AGREED TO:
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA

By: /s/Karen Ann Reinero
    -------------------------------
Their: Contracts and Grants Manager
       ----------------------------

<PAGE>

                                 AMTECH SYSTEMS, INC.


October 16, 1995


Mr. Mark S. Coburn
University of California, Santa Cruz
Contracts and Grants Office
399C Applied Sciences Building
Santa Cruz, California 95064

Dear Mr. Coburn:

The purpose of this letter is to confirm and to reduce to writing the  agreement
of Amtech  Systems,  Inc.  ("Sponsor")  and The  Regents  Of The  University  of
California ("University") to modify the Research Agreement ("Agreement") between
them dated March 2, 1994, as provided in Section 1.1 and below.

Because of delays in the  performance  of this  project,  we hereby  agree to an
extension of our agreement through November 15, 1995.

NOW,  THEREFORE,  the first sentence of Section 2.1 is hereby  modified to read,
"The period of performance of this Agreement is April 15, 1994 through  November
15, 1995."

It is  understood  that this  extension  involves no  additional  cost to Amtech
Systems, Inc., the Sponsor.

Nothing in this letter in any way  modifies any of the other  provisions  of the
Research Agreement.

If the foregoing  accurately  reflects your  understanding  and you agree as set
forth  above,  please  have a copy of this  letter  signed by a duly  authorized
person and return it to us, whereupon it will become a binding  amendment to the
Research Agreement.

Very truly yours,

/s/J.S. Whang
J.S Whang, President
JSW:rh

ACCEPTED AND AGREED TO:
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA

By:
    -----------------------------------

Their:
      ---------------------------------



<PAGE>



                              AMTECH SYSTEMS, INC.


November 29, 1995


Mr. Mark S. Coburn
University of California, Santa Cruz
Contracts and Grants Office
399C Applied Sciences Building
Santa Cruz, California  95064

Dear Mr. Coburn:

The purpose of this letter is to confirm and to reduce to writing the  agreement
of Amtech  Systems,  Inc.  ("Sponsor")  and The  Regents  Of The  University  of
California ("University") to modify the Research Agreement ("Agreement") between
them dated March 2, 1994, as provided in Section 1.1 and below.

Because  of delays in the  performance  of this  project,  and to allow  time to
complete the NIQ work to demonstrate  the potential of these lamps for Photo-CVD
processes by January 31, 1996, and to possibly  facilitate  augmentation  of the
budget  beyond the NIQ phase,  we hereby agreed to an extension of our agreement
from November 15, 1995 to October 31, 1996.

Section 4.1 shall be modified as follows:
         The total cost to the Sponsor shall not exceed $441,620, an increase of
$86,215 over the initial  contract amount,  to demonstrate the  effectiveness of
the NIQ lamps. It is expressly  understood that this increase  includes salaries
of support  staff  through  February 28, 1996 and 1.5 months of salary for Roger
Anderson, Phd. for the summer months of calendar year 1996.

NOW,  THEREFORE,  the first sentence of Section 2.1 is hereby  modified to read,
"The period of performance  of this Agreement is April 15, 1994 through  October
31, 1996."

It is  understood  that this  extension  involves no  additional  cost to Amtech
Systems, Inc., the Sponsor beyond the increase stated above.

Nothing in this letter in any way  modifies any of the other  provisions  of the
Research Agreement.


Continued on next page...

<PAGE>

Mr. Mark S. Coburn
University of California, Santa Cruz
November 29, 1995
Page 2

If the foregoing  accurately  reflects your  understanding  and you agree as set
forth  above,  please  have a copy of this  letter  signed by a duly  authorized
person and return it to us, whereupon it will become a binding  amendment to the
Research Agreement.

Very truly yours,

/s/J.S. Whang
J.S. Whang, President

JSW:rh


ACCEPTED AND AGREED TO:
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA

By:
     --------------------------------------

Their:
     --------------------------------------



<PAGE>


                              AMTECH SYSTEMS, INC.



December 4, 1995


Mr. Mark S. Coburn
University of California, Santa Cruz
Contracts and Grants Office
399C Applied Sciences Building
Santa Cruz, California 95064

Re: Payment Procedures

Dear Mr. Coburn:

The purpose of this letter is to confirm our desire that the $86,215 increase in
funding,  pursuant to the November 29, 1995 Amendment to the Research Agreement,
be billed by the  University  on a pay as you go basis (i.e.  progress  billings
only for work performed and approved expenses  incurred).  The billing procedure
is  subject  to change by the  mutual  agreement  between  the  Sponsor  and the
University.  It is expressly  understood  that the sum of any such billings will
not exceed the agreed upon increase of $86,215.

If the foregoing  accurately  reflects your  understanding  and you agree as set
forth  above,  please  have a copy of this  letter  signed by a duly  authorized
person and return it to us, whereupon it will become a binding  amendment to the
Research Agreement.

Very truly yours,

/s/Robert T. Hass
Robert T. Hass, CPA
Vice President-Finance
 and Secretary

RTH:rh

ACCEPTED AND AGREED TO:
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA

By:
     --------------------------------------

Their:
     --------------------------------------