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                                                         EXHIBIT 10.11

                            AMENDMENT TO LOAN AGREEMENT

BORROWERS:     CYMER, INC. AND CYMER JAPAN, INC.
DATE:          APRIL 27, 1998

     THIS AMENDMENT TO LOAN AGREEMENT is entered into between SILICON VALLEY 
BANK ("Silicon") and BANK OF HAWAII ("BOH"), on the one side, Cymer, Inc. 
("Cymer") and Cymer Japan, Inc. ("Cymer Japan"), on the other side.
     
     The Parties agree to amend the Loan Agreement between them, dated December
8, 1997, as amended from time to time (the "Loan Agreement"), as follows,
effective as of the date hereof.  (Capitalized terms used but not defined in
this Amendment, shall have the meanings set forth in the Loan Agreement.)
     
     1.   REVISED DEFINITIONS.  Section 1.1 of the Loan Agreement is hereby 
amended by replacing the definitions of "Maturity Date" and "Term Loans" and 
with the following respective definitions:

     "'COMMITTED REVOLVING LINE'  means Twenty-Five Million Dollars 
($25,000,000).

     'INTEREST PERIOD' means (I) for each LIBOR Based Rate Advance, a period 
      of approximately one, two or three months as the Borrower may elect, 
      provided that the last day of an Interest Period for a LIBOR Based Rate 
      Advance shall be determined in accordance with the practices of the 
      LIBOR interbank market as from time to time in effect, provided, 
      further, in all cases such period shall expire not later than the 
      applicable Maturity Date and (II) for the Optional Currency Rate 
      Advance, a period of approximately three or six months as the Borrower 
      may elect, provided that the last day of an Interest Period for the 
      Optional Currency Rate Advance shall be determined in accordance with 
      the practices of the Tokyo interbank market as from time to time in 
      effect, provided, further, in all cases such period shall expire not 
      later than the applicable Revolving Maturity Date.

      'OPTIONAL CURRENCY RATE' means, with respect to any Interest Period 
      regarding the Optional Currency Advance, 140 basis points PLUS the rate 
      per annum equal to the Euro Yen Tokyo Inter-bank Offered Rate as 
      announced by the Federation of Bankers Association of Japan two (2) 
      Business Days before the first day of such Interest Period for a period 
      approximately equal to such Interest Period and in an amount 
      approximately equal to such Advance, or, in the absence thereof, the 
      rate per annum determined by the Servicing Agent to be the per annum 
      rate of interest at which deposits in Japanese Yen are offered to the 
      Servicing Agent in the Tokyo inter-bank market in which the Servicing 
      Agent customarily participates at 11:00 A.M. (local time in such 
      interbank market) two (2) Business Days before the first day of such 
      Interest Period for a period approximately equal to such Interest 
      Period and in an amount approximately equal to the amount of such 
      Advance.

      "PRIME BASED RATE" means an interest rate of the Prime Rate; and "LIBOR 
      BASED RATE" means the LIBOR Interest Rate for an identified Interest 
      Period plus 140 basis points.

      'REVOLVING MATURITY DATE' means April 26, 1999, as such date may from 
      time to time be extended by lenders in their sole discretion pursuant 
      to this agreement."

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      2.   NEW DEFINITION.  Section 1.1 of the Loan Agreement is hereby amended 
by adding the following definition thereto:

      "APRIL 1998 AMENDMENT" shall mean the Amendment to Loan Agreement dated 
April 27, 1998 between Silicon and BOH, on the one side, and Cymer and 
Cymer Japan, on the other side.

      3.   MODIFIED SECTIONS 2.1.1 AND 2.1.1A.  Sections 2.1.1 and 2.1.1A of 
the Loan Agreement are hereby to read as follows: 

      "2.1.1 The Revolving   Advances.  Subject to and upon the terms and 
      conditions hereof, and in   reliance upon the representations and 
      warranties of the Borrowers set forth   herein, each Lender severally 
      agrees to make its Commitment Percentage of   Revolving Advances to 
      Cymer up to the aggregate amount of $5,000,000 for   both Lenders from 
      time to time until the close of business on the Revolving   Maturity 
      Date, in such sums as Cymer may request, PROVIDED that the   aggregate 
      principal amount of all Revolving Advances and the Dollar   Equivalent 
      of the Optional Currency Advances at any one time outstanding   shall 
      not exceed the Committed Revolving Line minus the Foreign Exchange   
      Reserve.  Subject to the terms and conditions of this Agreement and in  
       reliance upon the representations and warranties set forth herein, 
      amounts   borrowed pursuant to this Section 2.1.1 may be repaid and 
      reborrowed at any   time during the term of this Agreement.  The 
      minimum amount of a Prime   Based Rate Revolving Advance is $25,000.  
      The minimum amount of a LIBOR   Based Rate Revolving Advance is 
      $500,000, and loan amounts greater than   such sum are required to be 
      in integral multiples of $50,000 in excess   thereof. 

           Cymer promises to pay to Servicing Agent for the account of each 
      Lender, in lawful money of the United States of America, the aggregate 
      unpaid principal amount of all Revolving Advances made by Servicing 
      Agent and Lenders to Borrower.  Borrower shall also pay interest on the 
      aggregate unpaid principal amount of such Advances at the rates and in 
      accordance with the terms hereof. 

           The Committed Revolving Line shall terminate on the Revolving 
      Maturity Date, at which time all Revolving Advances under this Section 
      2.1.1, all Optional Currency Advances, and other amounts due under this 
      Agreement (except as otherwise expressly specified herein) shall be 
      immediately due and payable.

      2.1.1.A OPTIONAL CURRENCY ADVANCE.

      Substantially concurrently with the execution and delivery of the April 
      1998 Amendment, an Optional Currency Advance in the Dollar Equivalent 
      of Ten Million Dollars shall be made to Cymer Japan, PROVIDED, HOWEVER, 
      that the Dollar Equivalent of the principal amount of such Optional 
      Currency Advance shall at no time exceed Ten Million Dollars 
      ($10,000,000) AND the aggregate principal amount of all Revolving 
      Advances, the Dollar Equivalent of the aggregate principal amount of 
      the Optional Currency Advance at any one time outstanding shall not 
      exceed the Committed Revolving Line minus the Foreign Exchange Reserve. 
       The Optional Currency Advance shall be made by each of the Lenders in 
      an amount up to its respective Commitment Percentage of Revolving 
      Advances, and BOH shall be the agent for both Lenders in connection 
      with the making of such Advance. Repayments of the Optional Currency 
      Advance made in such Optional Currency shall be made only at the branch 
      of BOH in the country of such Optional Currency."

    4.     REVISED SECTION 2.1.3(a) Subsection (a) of Section 2.1.3 of the Loan
Agreement is hereby amended to read as follows:


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      "(a) Subject to the terms of this Agreement, either Borrower, on a joint 
      basis, may enter into foreign exchange contracts (the "Exchange 
      Contracts") not to exceed an aggregate Dollar Equivalent amount of 
      $100,000,000 (the "Contract Limit"), pursuant to which Lenders shall 
      sell to or purchase from Borrower foreign currency on a spot or future 
      basis.  A Borrower shall not request any Exchange Contracts at any time 
      a Default or an Event of Default has occurred and is continuing.  All 
      Exchange Contracts must provide for delivery of settlement on or before 
      365 days past the then applicable Revolving Maturity Date.  The amount 
      available under the Committed Revolving Line at any time shall be 
      reduced by the following amounts (the "Foreign Exchange Reserve") on 
      any given day (the "Determination Date"):  on all outstanding Exchange 
      Contracts on which delivery is to be effected or settlement allowed, 
      10% of the gross amount of the Exchange Contracts.  If on the Revolving 
      Maturity Date, or on any earlier effective date of termination, there 
      are any outstanding Exchange Contracts, then on such date Borrower 
      shall provide cash collateral in an amount equal to the Foreign 
      Exchange Reserve, to secure all of the Obligations relating to said 
      Exchange Contracts on the Lenders' standard form cash pledge agreement."

      5.   REVISED SECTION 2.3.4 Section 2.3.4 of the Loan Agreement is hereby
amended to read as follows:

      "2.3.4    COMPUTATION.  In the event the Prime Rate is changed 
      from time to time hereafter, the applicable Prime Based Rate of 
      interest hereunder shall be increased or decreased effective as of 
      12:01 a.m. on the day the Prime Rate is changed, by an amount equal to 
      such change in the Prime Rate.  All interest relating to the Prime Rate 
      chargeable under the Loan Documents shall be computed on the basis of a 
      three hundred sixty five (365) day year for the actual number of days 
      elapsed, except where the law or commercial custom in the country of 
      the Optional Currency requires otherwise.  All interest relating to the 
      LIBOR Based Rate Advances chargeable under the Loan Documents shall be 
      computed on the basis of a three hundred sixty (360) day year for the 
      actual number of days elapsed. Interest relating to the Optional 
      Currency Rate Advance chargeable under the Loan Documents shall be 
      computed on the basis of a three hundred sixty (360) day year for the 
      actual number of days elapsed."

      6.    AMENDMENT TO SECTION 2.3.5    Section 2.3.5 of the Loan Agreement 
is hereby amended to REPLACE clause (C) thereof which now reads as:

      "(C) by facsimile transmission no later than 12:00 p.m. noon California 
      time on the Business Day that is two (2) Business Days prior to the 
      Business Day on which an Optional Currency Rate Advance is to be made" 

      WITH THE FOLLOWING:

      "(C) by facsimile transmission no later than 12:00 p.m. noon California 
      time on the Business Day that would permit, in the ordinary course of 
      business, the Servicing Agent to provide notice thereof to the Tokyo 
      branch of BOH three (3) Business Days prior to the Business Day on 
      which the Optional Currency Rate Advance is to be made"

      7.    REVISED SECTION 2.5.4    Section 2.5.4 of the Loan Agreement is 
hereby amended to read as follows:

      "2.5.4      UNUSED LINE FEE. Borrower shall pay the lenders an unused 
      line fee, in addition to all interest and other fees payable hereunder. 
      The amount of such fee 


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      shall be .125% per annum multiplied by an amount equal to $25,000,000 
      minus the sum of the average daily balance of (a) the outstanding 
      Revolving Advances plus (b) the Dollar Equivalent of the Optional 
      Currency Advances plus (c) the Foreign Exchange Reserve.  The unused 
      line fee shall be computed and paid quarterly, in arrears, on the last 
      day of March, June, September and December of each year, commencing on 
      December 31, 1997, with respect to the quarter then ended."

      8.    REVISED SECTION 2.8(a)   Subsection (a) of Section 2.8 of the Loan
Agreement is hereby amended to read as follows:

      "(a) If for any reason (including voluntary or mandatory prepayment or 
      acceleration), Lenders receive all or part of the principal amount of a 
      LIBOR Based Rate Advance or an Optional Currency Rate Advance prior to 
      the last day of the applicable Interest Period for such Advance, 
      Borrower shall within 10 days of demand by Servicing Agent, pay 
      Servicing Agent the amount (if any) by which (i) the additional 
      interest which would have been payable on the amount so received had it 
      not been received until the last day of such Interest Period or term 
      exceeds (ii) the interest which would have been recoverable by Lender 
      by placing the amount so received on deposit in the certificate of 
      deposit markets or the offshore currency interbank markets or United 
      States Treasury investment products, as the case may be, for a period 
      starting on the date which it was so received and ending on the last 
      day of such Interest Period or term at the interest rate determined by 
      Servicing Agent in its reasonable discretion plus Borrower shall also 
      pay to Servicing Agent any and all other costs or expenses incurred by 
      the Servicing Agent as a result of any such conversion.  Servicing 
      Agent's determination as to such amount shall be conclusive absent 
      manifest error."

      9.   FINANCIAL COVENANTS.  Section 6.8 of the Loan Agreement are hereby 
amended, respectively, to read as follows:

      "6.8 TANGIBLE NET WORTH.  Cymer, Inc. shall maintain, on a consolidated 
      basis, as of the last day of each calendar quarter, a Tangible Net 
      Worth of not less than Two Hundred Seventy-Five Million Dollars 
      ($275,000,000) PLUS Fifty Percent (50%) of Borrower's quarterly net 
      income (after taxes) (with no subtraction for losses) beginning with 
      the period ending September 30, 1997 LESS the amount of the Borrower's 
      treasury shares up to $50,000,000, with the understanding that in 
      connection with the calculation of Tangible Net Worth the assets and 
      liabilities of Borrower associated with the Foreign Exchange Contracts 
      shall be included therein on a Net Basis." 


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      10.  SCHEDULE TO LOAN AGREEMENT.  The Schedule to the Loan Agreement is 
hereby amended to read as follows:

                                     "SCHEDULE

                                         TO

                             LOAN AND SECURITY AGREEMENT

                                    COMMITMENTS"


                                          
                             COMMITTED REVOLVING LINE:


      LENDER                    COMMITMENT        COMMITMENT PERCENTAGE

      SILICON VALLEY BANK      $12,500,000              50%

      BANK OF HAWAII           $12,500,000              50%"



      11.    REPRESENTATIONS TRUE.  Borrower represents and warrants to Bank 
that all representations and warranties set forth in the Loan Agreement, as 
amended hereby, are true and correct.  

      12.    FEE.  Borrower shall pay to Bank a fee of $12,500 in connection 
herewith, which shall be in addition to interest and to all other amounts 
payable under the Loan Agreement.

      13.    GENERAL PROVISIONS.  This Amendment, the Loan Agreement, any 
prior written amendments to the Loan Agreement signed by Bank and the 
Borrower, and the other written documents and agreements between Bank and the 
Borrower set forth in full all of the representations and agreements of the 
parties with respect to the subject matter hereof and supersede all prior 
discussions, representations, agreements and understandings between the 
parties with respect to the subject hereof.  Except as herein expressly 
amended, all of the terms and provisions of the Loan Agreement, and all other 
documents and agreements between Bank 


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and the Borrower shall continue in full force and effect and the same are 
hereby ratified and confirmed.  This Agreement and Consent may be executed in 
any number of counterparts, which when taken together shall constitute one 
and the same agreement.

 CYMER, INC.                             SILICON VALLEY BANK


 BY /s/ William A. Angus, III            BY /s/ John Otterson   
    -------------------------               -----------------
      SENIOR VICE PRESIDENT                  VICE PRESIDENT


 CYMER JAPAN, INC.                       BANK OF HAWAII

 BY /s/ Robert A. Akins                  BY /s/ David Ward 
    -------------------                     --------------
      PRESIDENT                                OFFICER


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