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AMENDMENT NO. 3 TO
VEECO INSTRUMENTS INC.
2000 STOCK OPTION PLAN
Effective May 9, 2003
Section 5(a) of the Veeco Instruments Inc. 2000 Stock Option Plan, as amended (the "Plan"), is hereby amended to read, in its entirety, as follows:
5. Grant of Awards; Shares Subject to the Plan
The Committee may, from time to time, grant Options to one or more Eligible Persons; provided, however, that:
(a) Subject to Section 9, the aggregate number of shares of Stock in respect of which Options may be granted under the Plan shall not exceed 5,030,000;
* * * * *
This Amendment was approved by Veeco's Compensation Committee on March 31, 2003, by its Board of Directors on April 1, 2003, and by its stockholders on May 9, 2003.
AMENDMENT NO. 3 TO VEECO INSTRUMENTS INC. 2000 STOCK OPTION PLAN