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                                                                    EXHIBIT 99.2

                               ASYST TECHNOLOGIES
                     FIRST QUARTER FY 2004 FINANCIAL RESULTS

                           MODERATOR: STEPHEN SCHWARTZ
                                  JULY 29, 2003
                                   4:30 PM CT

Operator:             Good afternoon, ladies and gentlemen, and welcome to the
                      Asyst Technologies First Quarter 2004 Financial Results
                      conference call.

                      At this time, all participants are in a listen-only mode.
                      Following today's presentation, instructions will be given
                      for the question and answer session. If anyone needs
                      assistance at any time during the conference, please press
                      the star followed by the zero. As a reminder, this
                      conference is being recorded today, Tuesday, July 29th,
                      2003.

                      I would now like to turn the conference over to John
                      Swenson, Vice President of Investor Relations and
                      Corporate Communications. Please go ahead, sir.

John Swenson:         Thank you very much, operator, and good afternoon,
                      everyone. Welcome to the Fiscal 2004 First Quarter
                      conference call for Asyst Technologies.

                      A press release detailing our results for the quarter was
                      distributed via Business Wire at approximately 1:15 PM
                      Pacific Time today, July 29th,



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                      2003. The release has been posted to our Website which is
                      at www.asyst.com. To access the release interested parties
                      should click on the Investor Relations link followed by
                      the Press Release link and look for the release entitled,
                      Asyst Technologies Reports Fiscal First Quarter Results.

                      The release includes condensed consolidated financial
                      statements, as well as a reconciliation between GAAP
                      results and pro forma results. The Company will from time
                      to time present pro forma information to exclude
                      non-recurring items, such as gains and losses from the
                      sales or valuation impairment of assets, restructuring
                      charges, amortization of acquired intangibles, acquisition
                      related stock compensation expense, and other items. We
                      believe this pro forma presentation provides useful,
                      supplemental information for the analysis of the ongoing
                      business.

                      I also need to remind you that during today's call we will
                      make forward-looking statements. Such statements are
                      subject to a number of risks and uncertainties that could
                      cause actual results to differ materially from the
                      statements made. These risk factors are described in our
                      most recently filed reports with the SEC on Forms 10-K and
                      10-Q.

                      Now to our conference call. With us today are Steve
                      Schwartz, Chairman and CEO, and Geoff Ribar, Chief
                      Financial Officer. Geoff will start us off with a



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                      financial review and then Steve will provide a strategic
                      and operational overview. Then we will be happy to take
                      your questions.

                      Now I'll turn the call over to Geoff Ribar. Geoff?

Geoff Ribar:          Thank you, John.

                      Results for the quarter were consistent with our guidance
                      with three financial highlight areas for today's call.
                      First, we met our objectives for sales in what we trust is
                      our low point for the cycle. Second, we outperformed on
                      gross margins at Asyst-Shinko. We also exceeded our
                      expectations on gross margin in the base business prior to
                      booking non-recurring transition and inventory costs
                      related to Solectron. Third, in the base business we
                      achieved our targeted operating expense savings of $3
                      million, a 12% reduction in the base business, and kept
                      our cash burn under our $20 million target.

                      Now to the specific results. Net sales for the quarter
                      were $45.3 million, which is down 24% from $59.7 million
                      in the March quarter. As required under GAAP for
                      percentage of completion accounting, which is what we use
                      at Asyst-Shinko, we had unbilled receivables of
                      approximately $25.6 million and $17.4 million at June 30,
                      2003 and March 31st, 2003, respectively.



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                      By customer type, billings for the quarter were 35% OEM
                      and 65% fab. This is the same breakdown as last quarter.
                      Billings by region broke down as follows: North America
                      23%, Japan 34%, Asia Pacific 31%, and Europe 12%. Notable
                      is the increase in Japan, which was the only region to
                      increase on an absolute basis.

                      As a percentage of total billings, 300mm products
                      represented 37% of billings for the quarter, compared with
                      39% in fiscal Q4. Flat panel represented 7% of billings,
                      up from 5% in the prior quarter. The remainder, or 56% -
                      of billings was 200mm.

                      Only one customer represented 10% or more of sales for the
                      quarter, and the top ten customers accounted for 49% of
                      total sales during the period.

                      Now to bookings. Net bookings for the quarter were $44.5
                      million for a book-to-bill of approximately 0.98 to 1.
                      This compares with $42 million in the prior quarter. ASI
                      accounted for approximately $23 million of the net
                      bookings. Significantly gross bookings were at $61 million
                      for the quarter, offset by roughly $16 million of backlog
                      cleanup, which was predominantly at Asyst-Shinko.

                      It is important to note that our recently announced UMCI
                      booking was received after the close of the quarter, and
                      we only booked the first phase of that



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                      fab, which was approximately $7 million. We have the LOI
                      for the full fab, which is valued in excess of $40
                      million.

                      Our consolidated net backlog stood at approximately $81
                      million at the end of the quarter. The breakdown of net
                      bookings was 37% OEM, compared with 39% in Q4.

                      Net bookings breakdown by region was as follows: North
                      America 20%, Japan 72%, Taiwan and the other Asia Pacific
                      5%, Europe 3%. Japan bookings grew dramatically, primarily
                      driven by two large AMHS expansions of existing Japanese
                      customers. Taiwan and the other Asia Pac bookings also
                      grew nicely on a gross basis after three quarters of
                      consecutive declines.

                      Booking breakdown by product type was 70% 300mm, compared
                      with 60% in Q4. Flat panel comprised 11% of bookings,
                      versus 3% last quarter. The remainder, or 19%, was 200mm.

                      Gross margin for the quarter was 10%, compared with 19% in
                      the prior quarter. The margin was impacted by $4.8 million
                      of charges related to our transition to outsourced
                      manufacturing, including $1.6 million to repurchase and
                      reserve inventory at Solectron. If we exclude the impact
                      of these charges, gross margins would have been at
                      approximately 20%, compared with the pro forma 26% in the
                      prior



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                      sequential quarter. Our out performance relative to
                      guidance on a pro forma basis was driven by stronger than
                      expected margin at Asyst-Shinko and in the base business.

                      Turning to operating expenses, R&D was $9.6 million,
                      compared with $8.5 million in the prior quarter. We left
                      R&D largely intact in our restructuring of the base
                      business and had expected R&D overall to be essentially
                      flat with the prior quarter. R&D at Asyst-Shinko was about
                      $1.2 million higher than planned, as we pushed forward on
                      engineering and materials related to future business
                      opportunities, particularly in Gen-6 Flat Panel Display
                      Transport. We are expecting R&D at ASI to normalize and
                      expect overall R&D to be down more than $1 million in the
                      September quarter.

                      SG&A expense at $17.6 million compares with $19.8 million
                      in the prior quarter. We achieved the $3 million of SG&A
                      savings that we had targeted in the base business, but we
                      saw higher spending at ASI primarily driven by higher
                      commissions. We are also expecting this to normalize, and
                      with our restructuring kicking in, we expect SG&A to be
                      down by more than $2 million in the September quarter.

                      Total operating expenses, excluding amortization of
                      intangibles, restructuring and impairment charges came in
                      at $27.2 million, versus $28.4 million in the prior
                      quarter, a reduction of 4%. This is on



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                      top of a 10% reduction in the March quarter. We continue
                      to be on track towards our goal of reducing consolidating
                      operating expense by 30% by the December quarter.

                      Now I'll provide some detail on the restructuring and
                      asset impairment charges. Restructuring charges of $4.4
                      million was approximately 360K above the high end of our
                      guidance. This was primarily attributable to higher
                      severance costs in Japan and Europe. We may have up to an
                      additional $3 million to $5 million of restructuring costs
                      over the next couple quarters as we fully outsource
                      manufacturing of our Japanese robotic products and
                      complete restructuring of our Japanese workforce and
                      facilities.

                      You will also notice an asset impairment of $6.9 million,
                      which relates to our land held for sale. The good new is
                      that we have the land under contract with a hard money
                      deposit and expected net cash proceeds of about $12
                      million from the sale. The bad news, of course, is we were
                      forced to write-down this land to its expected net
                      realizable value.

                      We trust that this is one of the last material cleanup
                      issues we will have to face as a new management team.
                      Assuming the sale is completed, we will be ecstatic to be
                      out of the real estate business. Commercial real estate
                      continues to be



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                      extremely depressed and we see much better value with the
                      cash on our balance sheet.

                      The other expense was $900,000 compared with $1.7 million
                      in the prior quarter. The reduction is primarily
                      attributable to the inflow of royalties.

                      GAAP net loss for the quarter of $37.4 million includes
                      the manufacturing transition, and restructuring and asset
                      impairment charges I've mentioned. Pro forma net loss,
                      which excludes these items as well as amortization of
                      intangibles, was $17.8 million, which compares with $12.4
                      million in the prior quarter.

                      Diluted share count for the quarter was 38.5 million
                      shares. Therefore, we are reporting a pro forma net loss
                      per diluted share of $0.46.

                      Now turning to the Balance Sheet. Our cash and short-term
                      investment at quarter end totaled $76.3 million, down $23
                      million from the prior quarter. This reflects $19.2
                      million of cash consumption in the base business and $3.8
                      million of cash consumption at Asyst-Shinko. In ASI we
                      used cash in the quarter to acquire Shinko Electric's
                      North America AMHS service and support entity and to
                      support changes in working capital, offset by positive
                      EBITDA of $600,000. Approximately $18.8 million of the
                      cash is for the exclusive use of ASI.



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                      Accounts receivable totaled $70 million at the end of the
                      quarter, down from $74.9 million at the end of Q4.
                      Inventory at the end of the quarter was $18.3 million,
                      down from $22.2 million at the end of the prior quarter.

                      Now to outlook. We expect to report an increase in
                      consolidated net sales of approximately 10% for the second
                      fiscal quarter ended September 30th, 2003.

                      Gross margin is expected to be in the range of 20% to 25%,
                      which reflects some initial traction from the outsourcing
                      program. This will be the start of steady margin
                      improvement as the result of outsourcing in the coming
                      quarters.

                      Operating expenses, including amortization of intangibles
                      of approximately $5 million but excluding any
                      restructuring charges, are expected to be in the range of
                      $28 million, which is more than $3 million below the June
                      quarter levels and $5 million below the fiscal Q4 levels.

                      We anticipate being cash flow positive in the second
                      quarter, including any cash impact from ASI and expected
                      cash proceeds from the land sale.

                      We expect the other net expense to be approximately $1
                      million.



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                      Tax benefit is expected to be approximately $1.2 million,
                      including a tax benefit from amortization at Asyst-Shinko.
                      Tax expense of about $400,000 will be based on a 42%
                      statutory tax rate on ASI's pretax income.

                      The minority interest is expected to be approximately
                      700,000, which would be a positive impact to the
                      consolidated income statement.

                      With that, I'll turn the call over to Steve.

Stephen Schwartz:     Thank you, Geoff.

                      There are a number of important topics I'd like to cover
                      today. The first is our continuing progress operationally,
                      which is positioning us for superior operating leverage in
                      the upturn. The second is market leadership, which is
                      critical to customer attraction and to satisfactory margin
                      performance. The third is future growth opportunities. And
                      the fourth is to report on customer wins, which are one of
                      the proof points to our market leadership claims.

                      The first topic, operational excellence, is critical to
                      both our ability to deliver customer satisfaction and to
                      our ability to sustain breakeven or better performance in
                      any downturn. Our strategy has been built around
                      outsourcing manufacturing. We've completed the physical
                      transition of 98% of our U.S. manufactured product
                      revenue.



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                      Our Japan robotics manufacturing is being transitioned
                      now, and we expect completion by the December quarter.

                      We've architected a vertically integrated supply chain
                      around our Shinei Solectron manufacturing hub in
                      Singapore. We still have raw materials from our old supply
                      chain that will impact the September quarter, but the cost
                      advantages of our strategy already are taking hold.

                      Our pro forma margin in the past quarter was four points
                      better than it would have been under our old model, and we
                      expect steady margin improvements in the coming quarters.
                      Our goal is to secure consolidated margins in the low 40%
                      range in the up cycle with leverage coming from both our
                      base business and ASI.

                      We frequently field questions about AMHS margins, and we
                      firmly believe that margins in the 30% range are
                      achievable in that business within the next 12 to 18
                      months, primarily by continuing to work on the cost side
                      of the equation. We will report to you each quarter on our
                      progress.

                      As important as margins is our customer satisfaction.
                      Since moving to Solectron, our quality and on-time
                      delivery performance are better



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                      than ever, and our lead times on all products have
                      shortened.

                      We also have dramatically reduced our operating expense
                      structure, including the dramatic restructuring executed
                      just 90 days ago with additional reductions in our
                      overseas organization still ongoing. Our headcount today
                      in the base business is less than one-third of our
                      headcount at the peak. Including Asyst-Shinko, at our
                      current depressed run rate of sales, we are averaging
                      revenue per employee of approximately $225,000. We believe
                      that we can expand that measure by 60% to 70%, which would
                      put us in a league with the most efficient companies in
                      our industry.

                      Shifting to market leadership, it is important to be clear
                      both in how we define the market and in how we define
                      leadership. The two largest segments of our served market
                      are atmospheric tool hardware and AMHS. The portions of
                      these markets serving wafer manufacturing totaled just
                      under $600 million in 2002 and are expected to roughly
                      double over the next two years.

                      We are the clear leader in atmospheric tool hardware as
                      reported by Dataquest. We had 57% market share in 2002, up
                      from 50% in 2001. We believe our improvement was driven by
                      our steady progress in the 300mm portion of the market,
                      where we continued to win not only new product migrations
                      of existing



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                      customers, but competitive displacements of incumbent
                      suppliers or captive solutions. We had 11 such market
                      share wins amid our total 13 design wins in the June
                      quarter alone.

                      Dataquest doesn't break out the 200mm portion of the SMIF
                      market, but in a very recent analysis we prepared on
                      behalf of a prospective new customer, we verified our
                      continued dominance of that market with an 84% share. Two
                      hundred millimeter continues to comprise more than
                      one-third of the tool market, and we believe that 200mm
                      will be the quickest to turn on when the upturn comes.

                      Moving to AMHS, the same Dataquest report showed us with
                      29% share of the total silicon AMHS market, up from 18% in
                      2001. Our current share number puts us in a virtual tie
                      with Daifuku for the number one market share. Again the
                      share gains were driven by 300mm where we currently are
                      installed in 8 of the 14 production 300mm fabs. This
                      position is particularly compelling when you consider that
                      one 300mm AMHS win drives revenue of $40 million to $60
                      million.

                      We have a solution that is differentiated with regard to
                      reliability, performance, and functionality. Our FasTrack
                      solution provides next generation conveyor transport that
                      has significantly greater capacity and flexibility than
                      any existing or announced transport solution.



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                      We have our FastLoad that allows the loading of tools,
                      tool to tool delivery, and microstocking and WIP
                      management of the bay completely decoupled from the
                      transport system. And we have zero-footprint stocking that
                      reduces the need for stockers and speeds material
                      delivery.

                      But even with all these advantages, we worked hard for
                      three years to penetrate the 300mm market, because success
                      in a production environment is not driven by technology
                      alone. Demonstrated reliability in multiple real fab
                      environments moving and managing millions of production
                      wafers is essential, as is a supplier's reputation for
                      engineering, support, and devotion to the customer.

                      Asyst-Shinko gave us that, and within just nine months of
                      forming the JV, we have our first 300mm win for FasTrack.
                      This win at UMCI demonstrates not only the commercial
                      viability of FasTrack, but also our ability to go to
                      market with a unified solution and customer strategy. We
                      think we have just begun to tap the potential of our AMHS
                      franchise.

                      We participate in two other important segments of fab
                      automation. One is Auto-ID, which is the electronics and
                      software capability that enables the tracking and
                      management of material in the fab. We now have market
                      share in excess of 55% in Auto-ID



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                      and a product that is acknowledged as the industry
                      standard.

                      The other is sorters, where we were once the market
                      leader, but have dropped to number three. Our Spartan
                      platform generated intense interest at SEMICON in a sorter
                      application, and we expect to begin shipping Spartan
                      Sorters to fabs before year end. We believe that the
                      Spartan will enable us to recapture leadership position in
                      the sorter market.

                      I mentioned that I wanted to talk about growth
                      opportunities. Growth through market share gains is a
                      clear opportunity for us, and we have ample third party
                      validation of our progress on that front. The other way we
                      intend to grow is through new products and entering new
                      markets. For example, in Auto-ID we are showing new
                      products that add $1 million to $3 million of high margin
                      revenue opportunity per fab.

                      We also are building a revitalized service business around
                      our nearly 20 years of installing, servicing, and
                      optimizing automation equipment in the fab. That
                      experience, plus our leadership AMHS position, uniquely
                      qualifies us to address and bring value to the
                      interoperability issues that rob fabs of productivity. We
                      are currently showing to customers service products that
                      can increase our SAM from the current $2 million to $3
                      million per fab to more than $11 million per fab.



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                      We have assigned a senior executive to this business unit
                      with the task of building both revenue and margin and our
                      traction so far has been substantial. In Q1 we increased
                      service revenue by 30% over the prior sequential quarter
                      and saw it represent a healthy 15% of sales for the
                      period.

                      Automated materials handling for the flat panel display
                      market also is an abundant growth opportunity for Asyst.
                      We have a very solid relationship with last year's largest
                      flat panel display Cap-Ex spender and now have small
                      penetrations with two additional top five FPD
                      manufacturers. The flat panel AMHS market is at least as
                      large as the market for 300mm silicon AMHS. It is
                      currently less cyclical, and we believe that the long-term
                      margins can be just as attractive as in the silicon
                      business.

                      Finally, I want to share color and data on our recent
                      customer wins.

                      In AMHS we announced that we won the full fab AMHS at UMCI
                      in Singapore. Although we learned that we were the winner
                      at UMCI several months ago, we waited until we had a
                      configuration, a delivery date, and a purchase order
                      before announcing it. This was the first 300mm fab win for
                      our FasTrack, which from raw speed to zero-footprint
                      stocking is



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                      by far the most advanced material handling system for high
                      throughput applications.

                      Three unannounced AMHS wins include the two large Japan
                      expansions that Geoff mentioned, as well as expansion of a
                      large Taiwanese foundry's current 300mm fab.

                      In the OEM business, I mentioned that we had 13 design
                      wins, 11 of which were new penetrations. This included six
                      wins for our connectivity software, one system win for the
                      Plus Portal, a win for the IsoPort front load to displace
                      our leading competitor, and three robotics wins. We also
                      had a system win and an IsoPort win that were customer
                      migrations from previous generation Asyst products.

                      We are aware of only one OEM design loss in the quarter,
                      which was a small OEM moving to two Japanese robotics
                      suppliers.

                      A big focus of our IsoPort program has been to qualify the
                      front load at all 300mm customers, which helps create pull
                      with the OEMs. We were qualified at an additional six
                      customers for a total to date of 12, and now we're
                      qualified with the largest, multi-fab, 300mm chip makers,
                      as well as with the three manufacturers that are building
                      the next fabs in Japan, Singapore, and Taiwan.



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                      Lastly, in Auto-ID we announced that we have been named
                      tool of record for a new 300mm fab in Japan and preferred
                      tool of record for a new fab in Singapore.

                      Before I wrap up, I want to address the general market
                      outlook, which seems to be about the same or slightly
                      better for us relative to the industry. We certainly
                      expect sales to move up in the September quarter, and we
                      are getting positive signals from customers about their
                      projects.

                      We are particularly bullish on 300mm where a number of
                      projects are coming close to decisions and orders. We are
                      tracking 13 new fab projects. We already have been
                      selected as AMHS supplier for one of these fabs, UMCI, and
                      for an existing Taiwanese customer that will likely kick
                      off its second 300mm fab sometime next year.

                      For two other customers, we believe we are the likely
                      supplier of choice based on the level of customer
                      satisfaction in their earlier fabs. In addition, we are
                      tracking 11 300mm expansions and are incumbent AMHS
                      supplier at six of these.

                      It is significant that most of these projects are in Japan
                      and Asia, where our traditional Asyst business is also
                      very strong.



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                      In conclusion, I want to emphasize that we are focused on
                      the things that we believe will deliver long-term value.
                      We are well positioned in our product portfolio and in the
                      right geographies to continue to lead our served markets.
                      That market leadership is critical because customers
                      prefer to work with winners and are willing to pay a
                      premium for it.

                      We have an operating plan and a management team that have
                      been in place for some time now, executing on a
                      significant retooling of the business. This is essential
                      to our success because operational excellence drives both
                      customer satisfaction and positive margins and cash flow.

                      And finally, we are a growth engine. We recognize that
                      growth is critical because that will fuel our continued
                      innovation and drive the leverage we have built into the
                      business model. We have all the foundational elements in
                      place, and now we are eager to see some market growth to
                      test what we've created here.

                      That concludes our formal comments and now we'll be happy
                      to take your questions. Operator?

Operator:             Thank you. Ladies and gentlemen, at this time we will
                      begin the question and answer session. If you have a
                      question, please press the star followed by the one on
                      your push-button phone. If you would



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                      like to decline from the polling process, press the star
                      followed by the two. If you are using speaker equipment,
                      you will need to lift the handset before pressing the
                      numbers. One moment please for the first question.

                      Our first question comes from Jay Deahna with JP Morgan.
                      Please go ahead.

Jay Deahna:           Hi, can you hear me?

Stephen Schwartz:     Yes.

Jay Deahna:           Okay. Yeah, the first question is is the relationship with
                      Shinko leading to better relationships with Japanese
                      accounts in terms of broadening out your existing product
                      line to those accounts?

                      And secondly, how many 200mm SMIF conversion fabs do you
                      expect over the next couple of quarters?

                      And then lastly, how many large scale AMHS projects do you
                      think will book in the next two quarters?

Stephen Schwartz:     Hi, Jay, this is Steve. Let me take a crack at this. I
                      think the Asyst-Shinko relationship helps dramatically. We
                      had pretty good position in Japan already. Asyst Shinko is
                      very strong. We're getting some chances at customers now
                      as a combined entity to propose different kinds of
                      solutions to



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                      them, including the service solutions, so it's going to
                      allow us a lot of traction, particularly in Japan, because
                      our relationships are very strong.

                      In 200mm conversion, we're actively helping about three or
                      four of them right now in terms of defining the product
                      configurations so that ultimately when they pull the
                      trigger that we have a pretty good chance. We think there
                      are a couple of dozen opportunities, but we're active with
                      about three or four right now.

                      And finally, in terms of large AMHS projects, we think
                      that there is a possibility for say five that could happen
                      in the next two quarters, at least for the business to be
                      announced.

Jay Deahna:           Okay, and would you say that those would generally be in
                      the $25 million to $40 million range, part A; and part B -
                      Do you get the sense that, you know, kind of in the June
                      timeframe into the first half of July that, you know, a
                      series of 300mm fabs and expansions kind of got moved from
                      the back burner to the front burner and are beginning to
                      brew?

Stephen Schwartz:     I'll answer those backwards. I think there's a lot of
                      momentum now, at least positive activity that makes it
                      seem like the 300mm projects are becoming more active, so
                      yeah, we'd agree that's about the timing.



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                      In terms of the fab size, we still think that typically
                      that ultimate AMHS opportunities are in the $40 million to
                      $60 million range. How much would be put out in orders in
                      the first phase, it's probably in the order of half of
                      that, would be my guess, but the total project is probably
                      in the $40 million to $60 million range.

Jay Deahna:           Last, a follow-up, on the $40 million to $60 million, what
                      is the wafer start per month range that associates with
                      that? Is that 20,000 to 30,000?

Stephen Schwartz:     It's typically 20 to 30.

Jay Deahna:           Twenty to thirty. Thanks very much, Steve.

Stephen Schwartz:     Yeah, Jay.

Operator:             Our next question comes from Brett Hodess with Merrill
                      Lynch. Please go ahead.

Brett Hodess:         Two questions. First, when you look at the timing of the
                      orders that you were just talking about over the next
                      couple of quarters, what would be the lag after you got
                      the order before you would see revenues from those, Steve?
                      As far as the big AMHS orders.



                                                                         Page 23

Stephen Schwartz:      Right now the average is probably about six months, so
                       for the three that we alluded to in the call here, just
                       about six months of lag.

Brett Hodess:         So an order pickup in the second half for the AMHS would
                      start to hit us in - depending on when they hit, of course
                      - 1Q and 2Q next year.

                      And on the OEM side, that business hasn't picked up a
                      whole lot yet. Can you give us a little more color on what
                      you see the OEMs starting to do?

Stephen Schwartz:     Brett, we'll be shipping product into those fabs kind of
                      at the end of this calendar year and in the first quarter
                      for the orders we just took for the AMHS project, so
                      that's about the timing.

Brett Hodess:         Okay.

Stephen Schwartz:     And you're right, the OEM hard orders really haven't
                      started. They're going to have to ultimately populate at
                      least these factories, but we don't have - we don't
                      recognize - hard orders that correspond to some of the
                      AMHS activity yet.

Brett Hodess:         Okay, thank you.

Operator:             Our next question comes from Bill Ong with American
                      Technology Research. Please go ahead.



                                                                         Page 24

Andrew Huang:         Hi, this is Andrew Huang on behalf of Bill. I just had a
                      quick question on the gross margin targets. The 40% gross
                      margin target that you cited during the up cycle, does
                      that assume that Asyst-Shinko has outsourced its
                      production, and I have a follow-up to that.

Stephen Schwartz:     Yeah, that's an all in number for the Asyst-based
                      business, historical business, plus Asyst-Shinko, and by
                      various means we intend to improve the gross margins. Some
                      of that will be outsourcing and some of the production
                      we'll maintain with the current supply base, so we're
                      going through those exercises right now about what will
                      stay and what will be outsourced.

Andrew Huang:         Okay, and then the follow-up is - you know, this might be
                      looking a little far out but - going to the next down
                      cycle, what would you expect your gross margins to be with
                      the outsourcing relationship.

Geoff Ribar:          Yeah, our model is at the low end of the next cycle that
                      the number - the margin - would at least have a three in
                      front of it, probably the mid-30s is our goal and our
                      objective. Then with the outsourcing we have tremendous
                      value from that strategically during the downturn.

John Swenson:          Andrew, included in our assumptions is that in the
                       downturn a healthy service business will be a bigger part
                       in our revenue as well.



                                                                         Page 25

Andrew Huang:         Thank you.

Operator:             Our next question comes from Theodore O'Neill with AG
                      Edwards. Please go ahead.

Theodore O'Neill:     Thank you very much. Looking over the, you know, last
                      couple of quarters and then the forecast that we're
                      putting together here, and comparing that to say Brooks
                      Automation, there doesn't seem to be a wits worth of
                      difference in the amount of losses, and yet your strategy
                      has been to try to, you know, limit that by doing
                      outsourcing, whereas, Brooks has done none of that or very
                      little of that. Can you talk about where you expect -
                      where investors - would expect to see that benefit coming
                      in, because right now it doesn't appear to be there.

Stephen Schwartz:     Theodore, we'll show some benefit from the outsourcing in
                      the current quarter, and we will show quarter-on-quarter
                      steady improvement in the gross margins as a result,
                      beginning this current quarter.

Theodore O'Neill:     But just from the metrics of gross profit margins and EPS
                      losses, there doesn't seem to be any difference.

Geoff Ribar:          I think that's because, you know, we're still not complete
                      with 100% of the transition here. We're still using our
                      old supply chain to an extent or the inventory acquired
                      through our old supply chain for



                                                                         Page 26

                      production still. Once we pick up fully on Solectron's
                      supply chain, you'll see material differences in material
                      costs going forward. That's going to take probably to the
                      December quarter, as I think we've said before.

Theodore O'Neill:     So Geoff, you're saying there ought to be more leverage in
                      this going forward then?

Geoff Ribar:          There will be much more leverage in this going forward
                      than we've achieved so far, and that's mostly because the
                      supply chain is continued - for conservatism - we
                      continued the old supply chain until we got the new supply
                      chain up and going.

Theodore O'Neill:     Okay, thank you very much.

Operator:             Our next question comes from Jay Mellen with RBC Capital
                      Markets. Please go ahead.

Jay Mellen:           Thanks. Geoff, I wondered if you could run through ASI and
                      what percent of revenue that contributed in margin
                      profile, and a follow-up.

Geoff Ribar:          Yeah, Jay, ASI was just about 50% of the revenue during
                      the quarter. It was just a little bit over 50%.

Jay Mellen:           Okay, and what margin did they achieve, gross margin?



                                                                         Page 27

Geoff Ribar:          We haven't specifically disclosed that traditionally,
                      but the margin was a little bit higher than the
                      traditional Asyst margin.

Jay Mellen:           Okay, and could you go through cash flow from ops,
                      depreciation, amortization, and cap-ex?

Geoff Ribar:          Sure. Yeah, we basically spent about $1.5 million on
                      capital spending. We spent about $4.4 million on
                      restructuring charges. The rest of the numbers was from
                      operations, the losses from operations.

John Swenson:         Amortization, Jay, was 4.8.

Geoff Ribar:          And depreciation was $2.4 million.

Jay Mellen:           Okay, great. Thanks.

Operator:             Our next question comes from Stuart Muter with Adams,
                      Harkness, and Hill. Please go ahead.

Stuart Muter:         Good afternoon. A couple of questions on AMHS. Steve, you
                      talked about $40 million to $60 million opportunity per
                      fab. How much of that is service?

Stephen Schwartz:     That doesn't include any service.

Stuart Muter:         Excellent, great. And on the flat panel opportunity, do
                      you have any statistics on the number of fabs out there,
                      and also are the margins on the flat panel AMHS systems
                      similar to silicon?



                                                                         Page 28

Stephen Schwartz:     I don't have the detail on the number of fabs that exist.
                      There are somewhere in the range of 55 to 60 discreet
                      upgrades or projects, if you will, during the next eight
                      quarter period, so there are a pretty significant number
                      of projects. I don't have the exact number of factories,
                      but there are a lot of opportunities.

                      From a gross margin standpoint, we anticipate the flat
                      panel will be about the same as it is for the silicon
                      AMHS, and Asyst-Shinko has been able to demonstrate that
                      so far.

Stuart Muter:         And Steve, on the 55 to 60, how many are you guys really
                      targeting?

Stephen Schwartz:     We're focused on three of the big spenders. That's where
                      - we want to get the highest leverage out of any activity
                      and any development we put into these, because there's a
                      lot of customization that goes in, so we need to focus on
                      big next projects, so three of the top five forecasted
                      spenders for '03 and '04 are the targets.

Stuart Muter:         Excellent. Thank you.

Operator:             Our next question comes from C.J. Muse with Lehman
                      Brothers. Please go ahead.



                                                                         Page 29

C.J. Muse:            Hey, guys. I've got a couple questions. I was hoping
                      you'd give a brief update on what you're hearing from your
                      OEM customers.

Stephen Schwartz:     I think, C.J., like us, they're waiting for hard orders,
                      so I think everybody is beginning to understand that there
                      is some activity that's going to begin to pick up. We're
                      waiting for hard orders from them. I think they're waiting
                      for hard orders from their customers.

C.J. Muse:            All right, and then I guess to follow up on the flat panel
                      side of things. Is your AMHS tool set able to work with
                      6th-generation glass?

Stephen Schwartz:     Indeed, investments that we talked about that we just made
                      in Asyst-Shinko related to Gen-6 product development.

C.J. Muse:            Okay, and I guess the final question, with your
                      shareholders equity falling pretty dramatically this
                      quarter, are we bumping up against your bank loan
                      financial covenant?

Geoff Ribar:          We are not - C.J., this is Geoff - no we are not. We are
                      safe in all covenants.

C.J. Muse:            All right, great. Thank you.

Operator:             Our next question comes from Steve O'Rourke with U.S.
                      Bancorp Piper Jaffray. Please go ahead.



                                                                         Page 30

Steve O'Rourke:       Good afternoon. Just a couple questions on bookings. You
                      had mentioned, I think, $16 million in backlog cleanup in
                      ASI. Could you, one, elaborate on that? And two, on the
                      UMCI business, if I remember correctly, you mentioned that
                      $7 million was booked in this quarter out of a total $40
                      million plus. When should we expect the rest to book? In
                      the September quarter?

Geoff Ribar:          I'll answer those kind of in reverse order. The additional
                      UMCI bookings will come when we anticipate shipment within
                      a year, so the other $40 million - the other 33, you know,
                      $43 million - that we expect there won't come for a period
                      of time. They're just building out the first phase.

Steve O'Rourke:       Okay, so we should see it staggered over a couple or three
                      quarters.

Geoff Ribar:          Yes, that's correct.

Steve O'Rourke:       Okay, and the $16 million backlog cleanup?

Geoff Ribar:          Yeah, that was just some general cleanup of ASI backlog.
                      There's no material items there.

Steve O'Rourke:       Fair enough. And one other question - just on the product
                      side. Spartan - how has acceptance been at some of the
                      larger OEMs, and could we expect some design wins, for
                      example, in the near term.



                                                                         Page 31

Stephen Schwartz:     Steve, right now we're building seven beta units, and most
                      of these - five of these - we'll ship to OEMs this year.

Steve O'Rourke:       Fair enough. Thank you.

Geoff Ribar:          Steve, and just one clarification, the $7 million for UMCI
                      we did not book in the quarter just reported. We'll be
                      booking that in this quarter.

Steve O'Rourke:       Okay, thank you.

Operator:             Our next question comes from Darice Liu with CE Unterberg
                      Towbin. Please go ahead.

Darice Liu:           Good afternoon. You mentioned the Gen-6 AMHS project for
                      flat panel displays. Is that an R&D project or is that a
                      design win?

Stephen Schwartz:     At this moment, it's an R&D project, but we hope money
                      well invested.

Darice Liu:           Okay, and can you quantify how much of a margin impact is
                      attributed to the pre-Solectron raw materials in the
                      inventory channel?

Geoff Ribar:          Yeah, it's probably four or five margin points or
                      something like that that - we expect we fully can get rid
                      of that.



                                                                         Page 32

Darice Liu:           You said it would also impact in the September quarter.
                      How much is it impacting it by?

Geoff Ribar:          By about that same percentage.

Darice Liu:           Same percentage? And will that be it after September?

Geoff Ribar:          No, we'll continue to make margin progress as we go
                      forward. You know, initially we're outsourcing a lot of
                      the supply chain to vendors locally in Singapore, but
                      we'll expand and use the other sources in the other
                      countries, and continue to drive the cost down. There's a
                      continuing drive down of product costs as part of our
                      contract with Solectron.

Darice Liu:           Okay, and can you remind us what your target breakeven
                      level is?

Geoff Ribar:          $65 million.

Darice Liu:           And did you guys give a timing number to that?

Geoff Ribar:          We did not.

Darice Liu:           Okay, thank you.

Operator:             Our next question comes from Vijay Rakesh with Berean
                      Capital. Please go ahead.



                                                                         Page 33

V.J. Rakesh:          All right, good afternoon. I was wondering if you could
                      add a little bit more color to what you said about the
                      pullback in Asia, and especially when the foundries
                      reporting increased utilization (INAUDIBLE). And a second
                      part to that, of the 11 AMHS projects that you're
                      tracking, how many of those are flat panel and how many
                      are pure plate silicon (INAUDIBLE). Thanks.

Geoff Ribar:          Let me address the 11 expansion. Those are all silicon,
                      300mm silicon project.

Vijay. Rakesh:        Okay, great.

John Swenson:         Could you repeat the first half of your question, V.J.?

V.J. Rakesh:          I think you mentioned a pullback in Asia on your earnings
                      release. I was wondering if you could add a little bit
                      more color to that as to what is causing that pullback?
                      Why are the foundries or the IDMs more cautious on
                      spending?

John Swenson:         V.J., it's just been this steady three-quarter decline
                      out of Taiwan and the rest of A-Pac, particularly in the
                      foundry business, you know, kind of 30% quarter-on-quarter
                      declines here since last fall. That's all we're talking
                      about.

V.J. Rakesh:          Okay.



                                                                         Page 34

John Swenson:         Pretty well documented.

Geoff Ribar:          Yeah.

John Swenson:         But it's bottomed clearly, and as last quarter we said,
                      it's bouncing back.

V.J. Rakesh:          Okay. Great, thanks.

Operator:             Our next question comes from Glenn Primack with Broadview
                      Advisors. Please go ahead.

Glenn Primack:        Good afternoon. Within the guidance and all, how do you
                      forecast like potential royalties from Entegris? Are you
                      seeing any of that flow through yet?

Geoff Ribar:          Yes, we have royalties, although we haven't specifically
                      disclosed from who, but we have those royalties and those
                      royalty bases will continue on a going forward basis.

Glenn Primack:        So how much is that...

Geoff Ribar:          About half a million dollars a quarter.

Glenn Primack:        Okay.

John Swenson:         Is that it, Glenn?

Glenn Primack:        Yeah, that's it. Thanks.



                                                                         Page 35

Stephen Schwartz:     Thanks.

Operator:             Our next question comes from Manoj Nadkarni with
                      ChipInvestor.com. Please go ahead.

Manoj Nadkarni:       Good afternoon. Can you please give us some color about
                      new business from end products perspective among different
                      segments of chip making microprocessors, DRAM, Flash,
                      foundries? Where are you seeing the most strength and what
                      is yet to pick up?

Stephen Schwartz:     Manoj, if you could one more time, please.

Manoj Nadkarni:       Yeah, could you give us some idea about the customer base
                      from end products perspective, microprocessors, DRAM, with
                      the Flash? I know you are strong with the foundries, but
                      the new business you are seeing, either the orders booked
                      or the opportunities that you see, do you see across all
                      different areas or do you see some of these segments
                      stronger? Can you just shed some more light?

Stephen Schwartz:     Thanks, Manoj. It's pretty broad based expansion. It's
                      DRAM, it's microprocessor, and logic capabilities, so it's
                      pretty broad based in terms of what the next opportunities
                      are.



                                                                         Page 36

Manoj Nadkarni:       Okay, so DRAM guys who did not use much of AMHS before or
                      automation before are finally going to automation with the
                      300mm.

Stephen Schwartz:     Indeed.

Manoj Nadkarni:       Okay. Thank you.

Operator:             Our next question comes from Phillip Lee with JP Morgan.
                      Please go ahead.

Phillip Lee:          Hi. Two questions. One is with respect to the $4.8 million
                      charge, the cost of goods sold, could you elaborate on the
                      other $3.2 million of the outsourcing transition charges
                      that were not related to the $1.6 million inventory
                      reserve? And then the second question is what is the
                      quarter ending headcount?

Geoff Ribar:          Okay, Phillip, the other $3.2 million was largely
                      transition services to fully transition the products for
                      manufacturing here to Singapore, so those were charges
                      specifically related to that activity. The ending
                      headcount was approximately 550 people at end of quarter.

John Swenson:         In the base business.

Geoff Ribar:          In the base business.



                                                                         Page 37

Phillip Lee:          Okay, and then, I'm sorry what kind of transition
                      services?

Geoff Ribar:          You know, transportation, some specific transportation of
                      inventory, some services where they provided needs to help
                      us to work on our bill of materials and get the bill of
                      materials documented, and other activities along those
                      lines.

Phillip Lee:          Okay, thanks.

Operator:             Ladies and gentlemen, if there are any additional
                      questions, please press the star followed by the one at
                      this time. As a reminder, if you are using speaker
                      equipment, you will need to lift the handset before
                      pressing the numbers.

                      Our next question comes from Steve O'Rourke with U.S.
                      Bancorp Piper Jaffray. Please go ahead.

Steve O'Rourke:       Hi. Just a quick follow-up. You mentioned service as sort
                      of a growth segment. What kind of gross margins do you
                      think you can drive from service, and where are you now
                      with respect to that?

Stephen Schwartz:     Steve, we'd like to get the service gross margins up into
                      the 30-something percent gross margin, and again most of
                      that drops down to the bottom. Today we've got pretty
                      healthy gross margin in spares and less so in services
                      because we put all the service resources into gross
                      margin. So we're



                                                                         Page 38

                      not exactly prepared to report where we are, but we'll
                      have some pretty significant improvements as we get the
                      service business structured.

Steve O'Rourke:       And is there a time, like a target you have as far as
                      getting up to that 30%-plus level? Is that something you
                      can give now, or is that still too far out?

Stephen Schwartz:     We ought to be more than 25% probably within three or four
                      quarters.

Steve O'Rourke:       Okay. Thank you.

Operator:             Our next question comes from Bill Ong with American
                      Technology Research. Please go ahead.

Bill Ong:             Thanks. It's Andrew Huang again. Just as a reminder, did
                      you say that services accounted for what percent of
                      revenue for the quarter?

Stephen Schwartz:     It was about 15% of revenue in the first quarter.

Bill Ong:             Okay. Thank you.

Operator:             Ladies and gentlemen, if there are any additional
                      questions, please press the star followed by the one at
                      this time. As a reminder, if you are using speaker
                      equipment, you will need to lift the handset before
                      pressing the numbers.



                                                                         Page 39

                      Gentlemen, I'm showing there are no further questions at
                      this time. Please continue.

John Swenson:         Okay, this is John, again. Thanks everyone for joining us.
                      We'll be available here in Fremont the rest of the
                      afternoon if there are any questions and we look forward
                      to speaking with you next quarter. Bye.

Operator:             Ladies and gentlemen, this concludes the Asyst
                      Technologies First Quarter 2004 Financial Results
                      conference call.

                      If you would like to listen to a replay of today's
                      conference, you may dial 303-590-3000 and enter the access
                      number of 545209. Once again, if you would like to listen
                      to a replay of today's conference, you may dial
                      303-590-3000 and enter the access number of 545209.

                      Thank you for participating. You may now disconnect.

                                       END