EXHIBIT 10.62

                    AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT

     This is an Amendment No. 2, dated June 30, 1999 (the "Amendment No. 2"), to
an Employment Agreement dated January 22, 1997 (the "Employment Agreement"),
between Plasma-Therm, Inc., a Florida corporation (the "Company"), and Edmond A.
Richards (the "Employee").

                                   BACKGROUND

     WHEREAS, the Employee is currently employed by the Company pursuant to the
terms of the Employment Agreement and subsequent amendment dated October 1, 1998
("Amendment No. 1"); and

     WHEREAS, the parties wish to amend the Employment Agreement to reflect
changes in sections 2 and 4.2.

     NOW, THEREFORE, the parties hereto intending to be legally bound hereby,
and in consideration of the mutual covenants herein contained, agree as follows:

                                      TERMS

     1. The foregoing recitals are true and correct and incorporated herein by
reference. Any capitalized terms used but not defined herein shall have the same
meaning ascribed to them in the Employment Agreement.

     2. The Employment Agreement is hereby amended by revising section 2 to read
in its entirety as follows:

               The term of this Agreement shall be for a period of 2 1/2 years
               commencing on the 22nd day of January, 1997, and terminating on
               the 30th day of June, 1999 (the "Term"). Upon expiration of the
               initial Term and any subsequent terms, this Agreement shall
               automatically renew for additional subsequent three (3) year
               Terms unless at least ninety (90) days prior to the end of the
               then current Term, either Company or Employee has given written
               notice to the other of its or his election to terminate the
               employment at or prior to the end of such Term.

     3. The Employment Agreement is hereby amended by revising section 4.2 to
read in its entirety as follows:

               An annual bonus based on one percent (1%) of fiscal year Net
               Earnings, as defined by Company policy, to be paid on a quarterly
               basis and reconciled at year end, not to exceed $100,000.00
               annually; and



     4. Except as specifically set forth above, the Employment Agreement and
Amendment No. 1 shall remain in full force and effect.

     5. This Amendment No. 2 may be executed in any number of counterparts, each
of which shall be deemed to be an original, and all of which together shall
constitute one document.

     6. This Amendment No. 2 contains the final, complete, and exclusive
expression of the parties' understanding and agreement concerning the matters
contemplated herein and supersedes any prior or contemporaneous agreement of
representation, oral or written, among them.

     7. This instrument shall be binding upon, and shall inure to the benefit
of, each of the parties' respective personal representatives, heirs, successors,
and assigns.

     8. This instrument shall be governed by, and construed and enforced in
accordance with, the laws of the State of Florida.


     IN WITNESS WHEREOF, the parties have executed this Amendment No. 2 on the
day and year first written above.

                                        PLASMA-THERM, INC.


                                        /s/ RONALD H. DEFERRARI
                                        -----------------------
                                        Ronald H. Deferrari
                                        Chief Executive Officer


                                        Employee


                                        /s/ EDMOND A. RICHARDS
                                        ----------------------
                                        Edmond A. Richards

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