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SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

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FORM 10-Q

|/x/ | QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ---------------------------------------------------------------------------------------

For the quarterly period ended March 31, 2001

OR

|/ / | TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|--- | ----------------------------------------------------------------------------------------

For the transition period fromto

Commission File No. 0-22384

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MICRO COMPONENT TECHNOLOGY, INC.(Exact name of registrant as specified in its charter)

Minnesota(State or other jurisdiction of
incorporation or organization)

41-0985960(I.R.S. Employer
Identification No.)2340 West County Road C, St. Paul, MN 55113-2528(Address of principal executive offices)


(651) 697-4000(Registrant's telephone number)

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Indicate
by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days

Yes /x/        No / /

The
number of shares outstanding of the Registrant's Common Stock, as of May 3, 2001 was 14,020,189.

Page
1 of 15 pages

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MICRO COMPONENT TECHNOLOGY, INC.    FORM 10-Q    TABLE OF CONTENTS

|PART IFINANCIAL INFORMATION |  |           
|---------------------------- |  | ----------
|                             |  | ITEM 1.   
|                             |  |           
|                             |  |           
|                             |  |           
|                             |  |           
|                             |  | ITEM 2.   
|PART II. OTHER INFORMATION   |  |           
|                             |  | ITEM 5.   
|                             |  | ITEM 6.   
|                             |  | SIGNATURES

2

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MICRO COMPONENT TECHNOLOGY, INC.        FORM 10-Q  PART I. FINANCIAL INFORMATION  ITEM 1. FINANCIAL STATEMENTS        CONSOLIDATED BALANCE SHEETS    
   (in thousands except share and per share data)  (Unaudited)

|                                                 |                                                                                                     | March 31,
2001             |        | December 31,
2000 |       
|------------------------------------------------ | --------------------------------------------------------------------------------------------------- | -------------------------- | ------ | ----------------- | ------
|Assets                                           |                                                                                                    
|Current assets                                   |                                                                                                     |                            |        |                   |       
|                                                 | Cash and cash equivalents                                                                           |                            | $      | 7,417             |       
|                                                 | Accounts receivable, less allowance for doubtful accounts of $200 and $200, respectively            |                            |        | 9,306             |       
|                                                 | Inventories:                                                                                        |                            |        |                   |       
|                                                 |                                                                                                     | Raw                        |        |                   | 7,290 
|                                                 |                                                                                                     | Work in process            |        |                   | 6,419 
|                                                 |                                                                                                     | Finished goods             |        |                   | 1,285 
|                                                 | Other                                                                                               |                            |        | 335               |       
|                                                 |                                                                                                     |                            |        |                   |       
|                                                 |                                                                                                     | Total current assets       |        |                   | 32,052
|Property, plant and equipment, net               |                                                                                                     |                            | 1,216  |                   |       
|Goodwill and other intangible assets, net        |                                                                                                     |                            | 11,051 |                   |       
|Other assets                                     |                                                                                                     |                            | 73     |                   |       
|                                                 |                                                                                                     |                            |        |                   |       
|Total assets                                     |                                                                                                     | $                          | 44,392 |                   | $     
|                                                 |                                                                                                     |                            |        |                   |       
|Liabilities and Stockholders' Equity             |                                                                                                    
|Current liabilities:                             |                                                                                                     |                            |        |                   |       
|                                                 | Accounts payable                                                                                    |                            | $      | 4,198             |       
|                                                 | Deferred profit                                                                                     |                            |        | 2,965             |       
|                                                 | Accrued warranty                                                                                    |                            |        | 715               |       
|                                                 | Other accrued liabilities                                                                           |                            |        | 4,425             |       
|                                                 | Current portion of accrued restructuring costs                                                      |                            |        | 1,277             |       
|                                                 | Current portion of long-term debt                                                                   |                            |        | 27                |       
|                                                 |                                                                                                     |                            |        |                   |       
|                                                 |                                                                                                     | Total current liabilities  |        |                   | 13,607
|Long-term debt                                   |                                                                                                     |                            | 31     |                   |       
|Long-term portion of accrued restructuring costs |                                                                                                     |                            | 778    |                   |       
|Commitments and contingencies                    |                                                                                                     |                            |       |                   |       
|Stockholders' equity:                            |                                                                                                     |                            |        |                   |       
|                                                 | Preferred stock, $.01 par value, 1,000,000 authorized, none issued and outstanding                  |                            |        |                  |       
|                                                 | Common stock, $.01 par value, 20,000,000 authorized, 13,972,023 and 13,949,974 issued, respectively |                            |        | 140               |       
|                                                 | Additional paid-in capital                                                                          |                            |        | 87,959            |       
|                                                 | Cumulative other comprehensive loss                                                                 |                            |        | (69               | )     
|                                                 | Accumulated deficit                                                                                 |                            |        | (58,054           | )     
|                                                 |                                                                                                     |                            |        |                   |       
|                                                 |                                                                                                     | Total stockholders' equity |        |                   | 29,976
|                                                 |                                                                                                     |                            |        |                   |       
|Total liabilities and stockholders' equity       |                                                                                                     | $                          | 44,392 |                   | $     
|                                                 |                                                                                                     |                            |        |                   |       

See
notes to unaudited condensed consolidated financial statements

3

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MICRO COMPONENT TECHNOLOGY, INC.        CONSOLIDATED STATEMENTS OF OPERATIONS        (In thousands, except per share data)  (Unaudited)

|                                                                |                                                     | Three Months Ended |       
|--------------------------------------------------------------- | --------------------------------------------------- | ------------------ | ------
|
|Net sales                                                       |                                                     | $                  | 9,329 
|Cost of sales                                                   |                                                     |                    | 5,670 
|                                                                |                                                     |                    |       
|Gross profit                                                    |                                                     |                    | 3,659 
|Operating expenses:                                             |                                                     |                    |       
|                                                                | Selling, general and administrative                 |                    |       
|                                                                | Research and development                            |                    |       
|                                                                | Amortization of intangible assets                   |                    |       
|                                                                | Restructuring charge                                |                    |       
|                                                                |                                                     |                    |       
|Total operating expenses                                        |                                                     |                    | 9,392 
|                                                                |                                                     |                    |       
|Loss from operations                                            |                                                     |                    | (5,733
|                                                                | Interest income                                     |                    |       
|                                                                | Interest expense                                    |                    |       
|                                                                | Other, net                                          |                    |       
|                                                                |                                                     |                    |       
|Total interest and other                                        |                                                     |                    | 99    
|                                                                |                                                     |                    |       
|Loss before cumulative effect of change in accounting principle |                                                     |                    | (5,634
|Cumulative effect of change in accounting principle             |                                                     |                    |      
|                                                                |                                                     |                    |       
|Net loss                                                        |                                                     | $                  | (5,634
|                                                                |                                                     |                    |       
|Net loss per share, basic and diluted:                          |                                                     |                    |       
|                                                                | Continuing operations                               |                    | $     
|                                                                | Cumulative effect of change in accounting principle |                    |       
|                                                                |                                                     |                    |       
|                                                                | Net loss                                            |                    | $     
|                                                                |                                                     |                    |       
|Weighted average common and equivalent shares outstanding:      |                                                     |                    |       
|                                                                | Basic and diluted                                   |                    |       
|                                                                |                                                     |                    |       

See
notes to unaudited condensed consolidated financial statements

4

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MICRO COMPONENT TECHNOLOGY, INC.        CONSOLIDATED STATEMENTS OF CASH FLOWS        (In thousands)  (Unaudited)

|                                                     |                                                                             | Three Months Ended                 |                            
|---------------------------------------------------- | --------------------------------------------------------------------------- | ---------------------------------- | ---------------------------
|
|Cash flows from operating activities:                |                                                                             |                                    |                            
|                                                     | Net loss                                                                    |                                    | $                          
|                                                     | Adjustments to reconcile net loss to net cash used in operating activities: |                                    |                            
|                                                     |                                                                             | Depreciation and amortization      |                            
|                                                     |                                                                             | Changes in assets and liabilities: |                            
|                                                     |                                                                             |                                    | Accounts receivable        
|                                                     |                                                                             |                                    | Inventories                
|                                                     |                                                                             |                                    | Other current assets       
|                                                     |                                                                             |                                    | Accounts payable           
|                                                     |                                                                             |                                    | Accrued restructuring costs
|                                                     |                                                                             |                                    | Other accrued liabilities  
|                                                     |                                                                             |                                    |                            
|Net cash used in operating activities                |                                                                             |                                    | (4,515                     
|Cash flow from investing activities:                 |                                                                             |                                    |                            
|                                                     | Additions to property, plant and equipment                                  |                                    |                            
|                                                     | Payment for acquisitions, net of cash acquired                              |                                    |                            
|                                                     |                                                                             |                                    |                            
|Net cash used in investing activities                |                                                                             |                                    | (123                       
|Cash flows from financing activities:                |                                                                             |                                    |                            
|                                                     | Payments of long-term debt                                                  |                                    |                            
|                                                     | Increase in line of credit                                                  |                                    |                            
|                                                     | Proceeds from issuance of stock, net                                        |                                    |                            
|                                                     |                                                                             |                                    |                            
|Net cash provided by financing activities            |                                                                             |                                    | 8                          
|                                                     |                                                                             |                                    |                            
|Net increase (decrease) in cash and cash equivalents |                                                                             |                                    | (4,630                     
|Cash and cash equivalents at beginning of period     |                                                                             |                                    | 12,047                     
|                                                     |                                                                             |                                    |                            
|Cash and cash equivalents at end of period           |                                                                             | $                                  | 7,417                      
|                                                     |                                                                             |                                    |                            
|Supplemental disclosure:                             |                                                                             |                                    |                            
|                                                     | Noncash investing and financing activities:                                 |                                    |                            
|                                                     | Stock issued for acquisition of Aseco Corporation                           |                                    | $                          

See
notes to unaudited condensed consolidated financial statements

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MICRO COMPONENT TECHNOLOGY, INC.        FORM 10-Q        NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS        (Unaudited)

1. INTERIM FINANCIAL STATEMENTS

The accompanying unaudited condensed consolidated financial statements for the three months ended March 31, 2001 have been prepared in accordance with
the instructions for SEC Form 10-Q and, accordingly, do not include all disclosures required by generally accepted accounting principles for complete financial statements. In our
opinion, all adjustments, consisting of normal recurring accruals considered necessary for a fair presentation, have been included.

Interim
unaudited financial results should be read in conjunction with the audited financial statements included in the SEC Report on Form 10-K, for the period
ended December 31, 2000.

The
results of operations for the three-month period ended March 31, 2001 are not necessarily indicative of the operating results to be expected for the full year.

2. CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE

In December 1999, the Securities and Exchange Commission (SEC) staff issued Staff Accounting Bulletin No. 101 (SAB 101), Revenue Recognition in Financial
Statements, which, among other things, establishes the SEC's interpretation that if uncertainty exists about customer
acceptance of a product, revenue should not be recognized until acceptance occurs. Customer acceptance provisions may be included in a contract to enforce a customer's right to (1) test the
delivered product, (2) require the seller to perform additional services subsequent to delivery of an initial product or performance of an initial service, such as a seller is required to
install or activate delivered equipment, or (3) identify other work necessary to be done before accepting the product. The SEC presumes that such contractual customer acceptance provisions are
substantive, bargained-for terms of an arrangement. Accordingly, when such contractual customer acceptance provisions exist, the SEC generally believes that the seller should not recognize
revenue until customer acceptance occurs or the acceptance provisions lapse.

In
the fourth quarter of 2000 we changed the method of recognizing revenue to comply with SAB 101. As a result of this change, we reported a change in accounting principle in
accordance with APB Opinion No. 20 (APB 20),Accounting Changes, by a cumulative effect adjustment. Because we are a calendar year entity that
adopted SAB 101 in the fourth quarter of 2000, the cumulative effect of the change was included in the first quarter of 2000 pursuant to APB 20 which requires that the change be made as of the
beginning of the year (January 1, 2000) and that financial information for pre-change interim periods be restated by applying SAB 101 to those periods. Accordingly, the results for
the first quarter ended April 1, 2000 have been restated pursuant to the adoption of SAB 101.

3. EARNINGS PER SHARE

Earnings per share are computed in accordance with Statement of Financial Accounting Standards (SFAS) No. 128,Earnings per
Share. Basic earnings per share are computed using the weighted average number of common shares outstanding during each period. Diluted earnings per share include the dilutive
effect of common shares potentially issuable upon the exercise of stock options outstanding.

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The following table reconciles the denominators used in computing basic and diluted earnings per share:

Three Months EndedMarch 31,
2001(1)

April 1,
2000(1)(in thousands)Weighted average common shares outstanding

13,952

9,905Effect of dilutive stock options and warrants



13,952

9,905


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4. REPORTING OF COMPREHENSIVE NET INCOME OR (LOSS)

In 1997, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (SFAS), No. 130Reporting
Comprehensive Incomewhich establishes standards for the reporting and display of comprehensive income (loss) and its components in a full set of general-purpose
financial statements. Under this standard, certain revenues, expenses, gains, and losses recognized during the period are included in comprehensive income (loss), regardless of whether they are
considered to be results of operations of the period. During the three-month periods ended March 31, 2001 and April 1, 2000, total comprehensive loss equaled net loss as reported on the
Consolidated Statements of Operations.

5. RESTRUCTURING CHARGE

On February 21, 2001, in response to the downturn in the semiconductor capital equipment industry, we announced plans to consolidate the manufacturing
and operation functions performed in our Marlborough, Massachusetts facility to our St. Paul, Minnesota facility, resulting in reductions in headcount, as well as other reduction initiatives which
would result in a restructuring charge in the first quarter of 2001. This plan was later adjusted to transfer a portion of the manufacturing functions to our Penang, Malaysia facility.

The
restructuring charge resulting from the consolidation of operations and cost reduction measures initiated in the first quarter of 2001 totaled $2.3 million. This charge
principally represents employee
separation costs and costs related to idle facilities over the remaining lease term, which runs through April 2003. This restructuring affected a total of 73 employees principally in the areas of

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manufacturing and administration. The restructuring plan is expected to be completed in 2001. The following summarizes the charges related to this restructuring:

|                                                                |  | Employee
Separation
Costs |       | Idle Facility
Costs |   | Total | 
|--------------------------------------------------------------- |  | ------------------------- | ----- | ------------------- | - | ----- | 
|
|Restructuring charge for the first quarter ended March 31, 2001 |  | $                         | 1,011 |                     | $ | 1,320 | 
|Utilization for the quarter ended March 31, 2001                |  |                           | (276  | )                   |   |      | 
|                                                                |  |                           |       |                     |   |       | 
|Accrued restructuring costs at March 31, 2001                   |  | $                         | 735   |                     | $ | 1,320 | 
|                                                                |  |                           |       |                     |   |       | 

6. ACQUISITION

On January 31, 2000, we completed the acquisition of Aseco Corporation, a Massachusetts-based manufacturer of singulated handling equipment for the
back-end of the semiconductor manufacturing process. The acquisition was structured as a stock-for-stock purchase and Aseco is now a wholly owned subsidiary of MCT.
The purchase price totaled $24.0 million, consisting of 2.6 million shares of our common stock valued at $22.5 million issued to former Aseco shareholders and $1.5 million
of acquisition-related costs.

The
acquisition was accounted for using the purchase method of accounting. The results of operations of Aseco are included in our consolidated financial statements beginning
January 31, 2000. The purchase price has been allocated based on the estimated fair values of net assets acquired at the date of acquisition. The excess of purchase price over net assets
acquired, amounting to $9.7 million, has been allocated to goodwill, and is being amortized using a straight line method over the estimated useful life of five years. Other intangible assets,
including established workforce, customer list, and core and developed technology, totaling $9.9 million, are being amortized using the straight-line method over the estimated
useful lives of two to five years. As a result of the industry downturn in the fourth quarter of 2000, we reduced the carrying values of goodwill by $2.5 million and intangible assets by
$0.9 million, due to impairment of these assets.

The
following unaudited pro forma information presents a summary of combined results of operations of MCT and Aseco as if the acquisition had occurred at the beginning of the prior
year period presented, along with certain pro forma adjustments to give effect to amortization of goodwill and other intangible assets as well as the adoption of SAB101 discussed in Note 2. The
pro forma information does not attempt to show how we would have actually performed on a combined basis had the companies been combined throughout this period. The following pro forma information,
therefore,

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although helpful in illustrating the financial characteristics of our combined company under one set of assumptions, does not attempt to predict or suggest future results.

Three Months
Ended
April 1, 2000(in thousands, except
per share data)Net revenues

$
8,575Net loss


(4,861
)Net loss per share, basic and diluted


(0.45
)


7. RECENT ACCOUNTING PRONOUNCEMENTS

On January 1, 2001, we adopted SFAS No. 133,Accounting for Derivative Instruments and Hedging
Activities, as amended by SFAS No. 138,Accounting for Certain Derivative Instruments and Certain Hedging Activities.
SFAS No. 133 establishes accounting and reporting standards for derivative instruments and for hedging activities. It requires that all derivatives, including those embedded in other contracts,
be recognized as either assets or liabilities and that those financial instruments be measured at fair value. The accounting for changes in the fair value of derivatives depends on their intended use
and designation. Management has reviewed the requirements of SFAS No. 133 and has determined that we have no free-standing or embedded derivatives. All contracts that contain
provisions meeting the definition of a derivative also meet the requirements of, and have been designated as,
normal purchases or sales. Our policy is to not use free-standing derivatives and to not enter into contracts with terms that cannot be designated as normal purchases or sales.

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MICRO COMPONENT TECHNOLOGY, INC.    FORM 10-Q    ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF  RESULTS OF OPERATIONS AND FINANCIAL CONDITION

The following discussion of our results of operations and financial condition should be read together with the other financial
information and condensed consolidated financial statements included in this document. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results
could differ materially from those anticipated in the forward-looking statements as a result of a variety of factors, including those discussed in "Risk Factors" and elsewhere in this
document.

Overview

We supply automation solutions for the global semiconductor test and assembly manufacturing market. Our solutions include automated test handlers, factory
automation software and our new integrated Smart Solutions product line. We believe that our products can significantly improve the productivity, yield and throughput of the back-end, or
to the post-wafer manufacturing process, including assembling, packaging, testing and singulating semiconductor devices.

The
demand for our products and services is dependent upon growth in the semiconductor industry and the increasing automation needs of semiconductor manufacturers and independent test
and assembly facilities. In the fourth quarter of 2000, the semiconductor industry went into a sharp downturn and intensified through the first quarter of 2001, resulting in a significant adverse
impact on our results for the first quarter of 2001. As a result of this downturn, we announced on February 21, 2001, plans to consolidate the manufacturing and operation functions performed in
our Marlborough, Massachusetts facility to our St. Paul, Minnesota facility, resulting in reductions in headcount, as well as other reduction initiatives which would result in a restructuring charge
in the first quarter of 2001. This plan was later adjusted to transfer a portion of the manufacturing functions to our Penang, Malaysia facility. The resulting restructuring charge from the
consolidation of operations and cost reduction measures initiated in the first quarter of 2001 totaled $2.3 million. These charges principally represent employee separation costs and costs
related to idle facilities over the remaining lease term, which runs through April 2003. The restructuring plan is expected to be completed in 2001.

The
downturn resulted in fourth quarter 2000 charges for inventory write-downs of approximately $4.0 million and impairment of intangible assets and goodwill of approximately
$3.4 million, in addition
to the first quarter 2001 restructuring charge of approximately $2.3, creating significant losses for the respective periods and decreasing our cash position. If the downturn continues to intensify or
is prolonged, we may continue to incur significant cash losses and may incur additional charges for inventory write-down, asset impairment or restructuring, if and when further actions or
impairments are identified.

Acquisition of Aseco Corporation.On January 31, 2000, we completed the acquisition of
Aseco Corporation, a Massachusetts-based manufacturer of singulated handling equipment for the back-end of the semiconductor manufacturing process. The acquisition was structured as a
stock-for-stock purchase and Aseco is now a wholly-owned subsidiary of MCT. The purchase price totaled $24.0 million, consisting of 2.6 million shares of our
common stock valued at $22.5 million issued to former Aseco shareholders and $1.5 million of acquisition-related costs.

The
acquisition was accounted for using the purchase method of accounting. The results of operations of Aseco are included in our consolidated financial statements beginning
January 31, 2000. The purchase price has been allocated based on the estimated fair values of net assets acquired at the date of acquisition. The excess of purchase price over net assets
acquired, amounting to $9.7 million, was allocated to goodwill, and is being amortized using a straight-line method over the estimated useful

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life of five years. Other intangible assets, including established workforce, customer list, and core and developed technology, totaling $9.9 million, are being amortized using the
straight-line method over the estimated useful lives of two to five years. As a result of the industry downturn in the fourth quarter of 2000, we reduced the carrying values of goodwill by
$2.5 million and intangible assets by $0.9 million, due to impairment of these assets.

Results of Operations for the Three Months Ended March 31, 2001 and April 1, 2000

Net sales for the three months ended March 31, 2001, increased $1.1 million or 13.5% to $9.3 million compared to $8.2 million for
the three months ended April 1, 2000. Net shipments decreased $3.8 million to $8.3 million or 31.4% from shipments of $12.2 million in the prior year quarter. Product
acceptance requirements related to product and customer mix resulted in a net increase to revenues over shipments in first quarter 2001, while these same factors caused a large percentage of the
revenue of first quarter 2000 shipments to be deferred into future periods. Current year product shipments, especially capacity related singulated device handler products, were severely impacted by
the downturn in the semiconductor capital equipment market. Shipments of our Tapestry and Smart Solutions strip-based products increased $3.7 million over the prior year period, while shipments
of singulated device handler products decreased $6.2 million. We expect net sales to continue to be adversely impacted by the market downturn into the foreseeable future.

Gross
profit for the first quarter of 2001 decreased by $0.7 million to $3.7 million, or 39.2% of net sales, from $4.3 million, or 52.8% of net sales, for the
comparable period in the prior year. The decrease in
gross margin in the current year period primarily resulted from unabsorbed excess production costs associated with the industry downturn and a shift in product mix to lower margin products. We expect
gross margins to continue to be adversely impacted by the market downturn, partially offset by the benefits of the consolidation of manufacturing operations initiated in the first quarter of 2001.

Selling,
general and administrative expense in the first quarter of 2001 was $3.3 million, or 35.3% of net sales, compared to $3.1 million, or 38.2% of net sales for the
first quarter of 2000. The decrease in selling, general and administrative expense as a percentage of net sales in the current year is primarily attributed to the increased sales base in the current
year period. We expect selling, general and administrative expense to decrease in future quarters as a result of the cost reduction actions initiated in the first quarter of 2001.

Research
and development expense for the first quarter of 2001 was $2.9 million, or 31.0% of net sales compared to $1.9 million, or 22.7% of net sales in the first
quarter of 2000. The increase resulted from increased spending requirements for research and development projects related to new product initiatives. We expect research and development expense to
decrease in future quarters as a result of the cost reduction actions initiated in the first quarter of 2001.

Amortization
expense totaled $0.9 million, or 9.4% of net sales for the three months ended March 31, 2001, versus $0.8 million, or 9.5% of sales in the prior year
period. The increase is attributed to the intangible assets and goodwill generated by the acquisition of Aseco in January 2000.

The
restructuring charge resulting from the consolidation of operations and cost reduction measures initiated in the first quarter of 2001 totaled $2.3 million. This charge
principally represents employee separation costs and costs related to idle facilities over the remaining lease term, which runs through April 2003. The restructuring plan is expected to be
completed in 2001.

Interest
income for the first quarter of 2001 was $112,000 compared to $21,000 in the first quarter of 2000. This increase resulted from the investment in interest-bearing cash and
cash equivalents of the net proceeds of our public offering in the third quarter of 2000. Interest expense totaled $2,000 in the current year's quarter, compared to $38,000 for the comparable period
in the prior year. The decrease

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in interest expense is attributed to decreased borrowings under the lines of credit during the current year quarter.

Net
loss for the quarter ended March 31, 2001 was $5.6 million or $0.40 per share, as compared to a net loss of $2.8 million, or $0.28 per share in the prior year
period.

Liquidity and Capital Resources

The net loss and reductions in accounts payable were the primary uses of cash in the first quarter of 2001. The net loss and increases in working capital
assets to support the business growth were the primary uses of cash in the first quarter of the prior year. Cash used in operations was $4.5 million in the first quarter of 2001 and
$0.7 million in the first quarter 2000.

Capital
expenditures totaled $0.1 million during the three months ended March 31, 2001, versus $20,000 in the comparable period of 2000. Capital purchases were for
specialized manufacturing and computer equipment in the current year period and primarily for computer equipment in the prior year period.

Cash
used in the acquisition of Aseco was $0.4 million in the quarter ended April 1, 2000.

At
March 31, 2001, we had cash and cash equivalents of $7.4 million, a current ratio of 2.4 and working capital of $18.4 million. At December 31, 2000, we
had cash and cash equivalents of $12.0 million, a current ratio of 2.5 and working capital of $22.3 million.

At
March 31, 2001 we maintained an unused $1.0 million secured line of credit with a bank. Interest on the line, at our election, is based on either the bank's prime
rate or Eurodollar rate. The amount available for borrowing is calculated as a percentage of eligible accounts receivable of Aseco, and borrowings are secured by a certificate of deposit with the
bank.

Our
anticipated capital needs for the next twelve months are expected to be less than $1.0 million and concentrated in development of additional products and upgrading our
management information systems. We believe that cash and cash equivalents on hand at March 31, 2001, funds available through our existing bank line and establishing additional lines of credit,
if necessary, are sufficient to finance our continuing operations for at least the next twelve months, but that a prolonged or intensified market downturn, one or more additional business acquisitions
or unforeseen changes in market conditions could cause us to seek additional financing sooner. We may acquire other companies, product lines or technologies that are complementary to our business and
our working capital needs may change as a result of such acquisitions.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The vast majority of our transactions are denominated in U.S. dollars; as such, fluctuations in foreign currency exchange rates have historically had little
impact on us. Inflation has not been a significant factor in our operations in any of the periods presented, and it is not expected to affect operations in
the future. Our bank line of credit carries a variable interest rate. At March 31, 2001, we had no borrowings on our credit line; however, the need to borrow in the future could expose us to
interest rate risk. At March 31, 2001, all of our outstanding long-term debt carries interest at a fixed rate. There is no material market risk relating to our bank lines or
long-term debt.

IMPACT OF ACCOUNTING STANDARDS

On January 1, 2001, we adopted SFAS No. 133,Accounting for Derivative Instruments and Hedging
Activities, as amended by SFAS No. 138,Accounting for Certain Derivative Instruments and Certain Hedging Activities.
SFAS No. 133 establishes accounting and reporting standards for derivative instruments and for hedging activities. It requires that all derivatives, including those embedded in

12

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other contracts, be recognized as either assets or liabilities and that those financial instruments be measured at fair value. The accounting for changes in the fair value of derivatives depends on
their intended use and designation. Management has reviewed the requirements of SFAS No. 133 and has determined that we have no free-standing or embedded derivatives. All contracts
that contain provisions meeting the definition of a derivative also meet the requirements of, and have been designated as, normal purchases or sales. Our policy is to not use free-standing
derivatives and to not enter into contracts with terms that cannot be designated as normal purchases or sales.

RISK FACTORS

Except for the historical information contained herein, certain of the matters discussed in this report are "forward-looking statements" as defined in the
Private Securities Litigation Reform Act of 1995. These "forward-looking statements" involve certain risks and uncertainties, including, but not limited to, the following: (1) the prolonged or
intensified downturn in the semiconductor market which often has a disproportionately negative impact on manufacturers of semiconductor capital equipment, and which could cause us to continue to incur
significant cash losses decreasing our cash and expose us to potential further charges for restructuring, excess and obsolete inventory and/or impairment of assets; (2) rapid changes in
technology and in tester and handler products, which we must respond to successfully in order for our products to avoid becoming noncompetitive or obsolete; (3) customer acceptance of our new
products, including the strip-based Tapestry handling systems and Smart Solutions products, and MCT 5117 and S900 singulated device handler products in which we have invested significant amounts of
inventory; (4) possible loss of any of our key customers, who account for a substantial percentage of our business; (5) the possible adverse impact of competition in markets which are
highly competitive; (6) the possible adverse impact of economic or political changes in markets we serve; (7) failure to realize the expected benefits of the MCT and Aseco merger; and
(8) other factors detailed from time to time in our SEC reports, including but not limited to the discussion in the Management's Discussion & Analysis included in
Form 10-K for the year ended December 31, 2000. All forecasts and projections in this report are "forward-looking statements," and are based on our current expectations of
our near-term results, based on current information available pertaining to us, including risk factors discussed above. Actual results could differ materially.

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MICRO COMPONENT TECHNOLOGY, INC.    FORM 10-Q    PART II. OTHER INFORMATION

Item 5. Other Information

Restructuring Charge.On February 21, 2001, in response to the downturn in the
semiconductor capital equipment industry, we announced plans to consolidate the manufacturing and operation functions performed in our Marlborough, Massachusetts facility to our St. Paul, Minnesota
facility, resulting in reductions in headcount, as well as other reduction initiatives which would result in a restructuring charge in the first quarter of 2001. This plan was later adjusted to
transfer a portion of the manufacturing functions to our Penang, Malaysia facility.

The
restructuring charge resulting from the consolidation of operations and cost reduction measures initiated in the first quarter of 2001 totaled $2.3 million. This charge
principally represents employee separation costs and costs related to idle facilities over the remaining lease term, which runs through April 2003. The restructuring plan is expected to be
completed in 2001.

Aseco Acquisition.On January 31, 2000, we completed the acquisition of Aseco
Corporation, a Massachusetts-based manufacturer of singulated handling equipment for the back-end of the semiconductor manufacturing process. The acquisition was structured as a
stock-for-stock purchase and Aseco is now a wholly owned subsidiary of MCT. The purchase price totaled $24.0 million, consisting of 2.6 million shares of our
common stock valued at $22.5 million issued to former Aseco shareholders and $1.5 million of acquisition-related costs.

The
acquisition was accounted for using the purchase method of accounting. The results of operations of Aseco are included in our consolidated financial statements beginning
January 31, 2000. The purchase price has been allocated based on the estimated fair values of net assets acquired at the date
of acquisition. The excess of purchase price over net assets acquired, amounting to $9.7 million, has been allocated to goodwill, and is being amortized using a straight line method over the
estimated useful life of five years. Other intangible assets, including established workforce, customer list, and core and developed technology, totaling $9.9 million, are being amortized using
the straight-line method over the estimated useful lives of two to five years. As a result of the industry downturn in the fourth quarter of 2000, we reduced the carrying values of
goodwill by $2.5 million and intangible assets by $0.9 million, due to impairment of these assets.

Item 6. Exhibits and Reports on Form 8-K



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MICRO COMPONENT TECHNOLOGY, INC.    FORM 10-Q    SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.

|                   |  | MICRO COMPONENT TECHNOLOGY, INC.Registrant
|------------------ |  | ------------------------------------------
|Dated: May 3, 2001 |  | By:                                       
|                   |  |                                           
|                   |  |                                           
|                   |  |                                           
|Dated: May 3, 2001 |  | By:                                       

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