content: <PAGE>
  
                                   UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
  
                              WASHINGTON, D.C.  20549
  
  
  
                                      FORM 8-K
  
                                   CURRENT REPORT
                 PURSUANT TO SECTION 12 OR 15(D) OF THE SECURITIES
                                EXCHANGE ACT OF 1934
  
  
           Date of Report (Date of earliest event reported): May 16, 2001
  
  
  
                        INTEGRATED MEASUREMENT SYSTEMS, INC.
               (Exact name of registrant as specified in its charter)
  
  
  
          OREGON                         0-26274                   93-0840631
  (State or other jurisdiction    (Commission File Number)      (I.R.S. Employer
     of incorporation)                                         Identification No.)
  
  
                               9525 S.W. Gemini Drive
                              Beaverton, Oregon  97008
                                   (503) 626-7117
           (Address, including zip code, and telephone number, including
              area code, of registrant's principal executive offices)
  
                                         1
  <PAGE>
  
  Item 5.  OTHER EVENTS
  
           On May 16, 2001, Integrated Measurement Systems, Inc., an Oregon
           corporation (the "Company"), Credence Systems Corporation, a Delaware
           corporation ("Credence") and Iguana Acquisition Corporation, an Oregon
           corporation and a wholly-owned subsidiary of Credence ("Merger Sub")
           entered into an Agreement and Plan of Merger and Reorganization (the
           "Merger Agreement"). Pursuant to the Merger Agreement and subject to
           the terms and conditions set forth therein, Merger Sub will be merged
           with and into the Company (the "Merger"), with the Company surviving
           the Merger and becoming a wholly-owned subsidiary of Credence. At the
           effective time of the Merger, each outstanding share of the Company's
           common stock will be converted into the right to receive .90 of a share
           of Credence common stock. Consummation of the Merger is subject to
           various closing conditions, including (i) approval by the Company's
           shareholders, (ii) the expiration of the waiting period under the Hart-
           Scott-Rodino Antitrust Improvement Act, and (iii) other customary
           closing conditions. In connection with the Merger Agreement, Credence
           and Merger Sub entered into a Shareholder Agreement with Cadence Design
           Systems, Inc. ("Cadence") dated as of May 16, 2001 (the "Shareholder
           Agreement") pursuant to which Cadence agrees to vote its shares of
           Company common stock in favor of the Merger.
  
           The foregoing description of the Merger Agreement is qualified in its
           entirety by reference to the complete text of the Merger Agreement, a
           copy of which is attached hereto as Exhibit 2.1 and is incorporated
           herein by reference. The foregoing description of the Shareholder
           Agreement is qualified in its entirety by reference to the complete
           text of the Shareholder Agreement, a copy of which is attached hereto
           as Exhibit 99.1 and is incorporated herein by reference. A copy of the
           joint press release issued by Credence and the Company on May 16, 2001
           is attached hereto as Exhibit 99.2.
  
  Item 7.  FINANCIAL STATEMENTS AND EXHIBITS
  
           (c)   Exhibits
  
           2.1   Agreement and Plan of Merger and Reorganization dated May 16,
                 2001 by and among Credence Systems Corporation, Iguana
                 Acquisition Corporation and Integrated Measurement Systems, Inc.
  
           99.1  Shareholder Agreement dated May 16, 2001 by and among Credence
                 Systems Corporation, Iguana Acquisition Corporation and Cadence
                 Design Systems, Inc.
  
                                         2
  <PAGE>
  
           99.2  Press Release dated May 16, 2001 issued by Credence Systems
                 Corporation and Integrated Measurement Systems, Inc.
  
  
  
                                     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 on May 18, 2001.
  
                                INTEGRATED MEASUREMENT SYSTEMS, INC.
                                (Registrant)
  
  
                                /s/ Fred Hall
                                -----------------------------------
                                Fred Hall
                                Chief Financial Officer
  
                                         3
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metadata_filer: {"company-data": {"conformed-name": "INTEGRATED MEASUREMENT SYSTEMS INC /OR/", "cik": "0000945441", "assigned-sic": "3825", "irs-number": "930840631", "state-of-incorporation": "OR", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-26274", "film-number": "1643919"}, "business-address": {"street1": "9525 SW GEMINI DR", "city": "BEAVERTON", "state": "OR", "zip": "97008", "phone": "5036267117"}, "mail-address": {"street1": "9525 SW GEMINI DR", "city": "BEAVERTON", "state": "OR", "zip": "97008"}}
text: UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION
  
                              WASHINGTON, D.C.  20549
  
                                      FORM 8-K
  
                                   CURRENT REPORT
                 PURSUANT TO SECTION 12 OR 15(D) OF THE SECURITIES
                                EXCHANGE ACT OF 1934
  
           Date of Report (Date of earliest event reported): May 16, 2001
  
                        INTEGRATED MEASUREMENT SYSTEMS, INC.
               (Exact name of registrant as specified in its charter)
  
          OREGON                         0-26274                   93-0840631
  (State or other jurisdiction    (Commission File Number)      (I.R.S. Employer
     of incorporation)                                         Identification No.)
  
                               9525 S.W. Gemini Drive
                              Beaverton, Oregon  97008
                                   (503) 626-7117
           (Address, including zip code, and telephone number, including
              area code, of registrant's principal executive offices)
  
                                         1
  Item 5.  OTHER EVENTS
  
           On May 16, 2001, Integrated Measurement Systems, Inc., an Oregon
           corporation (the "Company"), Credence Systems Corporation, a Delaware
           corporation ("Credence") and Iguana Acquisition Corporation, an Oregon
           corporation and a wholly-owned subsidiary of Credence ("Merger Sub")
           entered into an Agreement and Plan of Merger and Reorganization (the
           "Merger Agreement"). Pursuant to the Merger Agreement and subject to
           the terms and conditions set forth therein, Merger Sub will be merged
           with and into the Company (the "Merger"), with the Company surviving
           the Merger and becoming a wholly-owned subsidiary of Credence. At the
           effective time of the Merger, each outstanding share of the Company's
           common stock will be converted into the right to receive .90 of a share
           of Credence common stock. Consummation of the Merger is subject to
           various closing conditions, including (i) approval by the Company's
           shareholders, (ii) the expiration of the waiting period under the Hart-
           Scott-Rodino Antitrust Improvement Act, and (iii) other customary
           closing conditions. In connection with the Merger Agreement, Credence
           and Merger Sub entered into a Shareholder Agreement with Cadence Design
           Systems, Inc. ("Cadence") dated as of May 16, 2001 (the "Shareholder
           Agreement") pursuant to which Cadence agrees to vote its shares of
           Company common stock in favor of the Merger.
  
           The foregoing description of the Merger Agreement is qualified in its
           entirety by reference to the complete text of the Merger Agreement, a
           copy of which is attached hereto as Exhibit 2.1 and is incorporated
           herein by reference. The foregoing description of the Shareholder
           Agreement is qualified in its entirety by reference to the complete
           text of the Shareholder Agreement, a copy of which is attached hereto
           as Exhibit 99.1 and is incorporated herein by reference. A copy of the
           joint press release issued by Credence and the Company on May 16, 2001
           is attached hereto as Exhibit 99.2.
  
  Item 7.  FINANCIAL STATEMENTS AND EXHIBITS
  
           (c)   Exhibits
  
           2.1   Agreement and Plan of Merger and Reorganization dated May 16,
                 2001 by and among Credence Systems Corporation, Iguana
                 Acquisition Corporation and Integrated Measurement Systems, Inc.
  
           99.1  Shareholder Agreement dated May 16, 2001 by and among Credence
                 Systems Corporation, Iguana Acquisition Corporation and Cadence
                 Design Systems, Inc.
  
                                         2
  99.2  Press Release dated May 16, 2001 issued by Credence Systems
                 Corporation and Integrated Measurement Systems, Inc.
  
                                     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 on May 18, 2001.
  
                                INTEGRATED MEASUREMENT SYSTEMS, INC.
                                (Registrant)
  
                                /s/ Fred Hall
                                -----------------------------------
                                Fred Hall
                                Chief Financial Officer
  
                                         3