content: <PAGE>
  
                                   UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549
  
  
                                     FORM 8-K
  
                                  CURRENT REPORT
      Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
  
  
  Date of Report (Date of earliest event reported)  June 1, 2001
                                                   -------------------------------
  
                           CREDENCE SYSTEMS CORPORATION
  --------------------------------------------------------------------------------
              (Exact name of registrant as specified in its charter)
  
  
                 Delaware                  000-22366           94-2878499
  --------------------------------------------------------------------------------
       (State or other jurisdiction       (Commission         (IRS Employer
            of incorporation)             File Number)      Identification No.)
  
              215 Fourier Avenue, Fremont, California                  94539
  --------------------------------------------------------------------------------
              (Address of principal executive offices)               (Zip Code)
  
  Registrant's telephone number, including area code  (510) 657-7400
                                                     -----------------------------
                                       None
  --------------------------------------------------------------------------------
           (Former name or former address, if changed since last report)
  <PAGE>
  
  Item 5. Other Events.
  
  
       On May 16, 2001, the Registrant executed a definitive agreement for the
  registrant's acquisition of Integrated Measurement Systems, Inc. and executed a
  shareholder agreement with Cadence Design Systems, Inc. relating to the merger.
  On June 1, 2001 the parties to the Agreement and Plan of Merger and
  Reorganization decided that it was in the best interests of all parties to amend
  the Agreement and Plan of Merger and Reorganization and to amend and restate the
  Shareholder Agreement.
  
  Item 7. Exhibits.
  
       Amendment No. 1 to the Agreement and Plan of Merger and Reorganization,
  dated June 1, 2001, by and among the registrant, Iguana Acquisition Corporation
  and Integrated Measurement Systems, Inc.
  
       Amended and Restated Shareholder Agreement, dated June 4, 2001, by and
  among the registrant, Iguana Acquisition Corporation and Cadence Design Systems,
  Inc.
  <PAGE>
  
                                    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 hereunto duly authorized.
  
  
  
                                     CREDENCE SYSTEMS CORPORATION
                                     ----------------------------
                                     (Registrant)
  
  
  Date:  June 4, 2001                By /s/ Graham J. Siddall
                                        -------------------------
  
                                     Name:  Graham J. Siddall
                                     Title: Chief Executive Officer and President
  <PAGE>
  
                                 INDEX TO EXHIBITS
  
  <TABLE>
  <CAPTION>
      Exhibit No.                    Description
      -----------                    -----------
      <S>             <C>
       2.15(1)        Agreement and Plan of Merger and Reorganization, dated May
                      16, 2001, by and among the registrant, Iguana Acquisition
                      Corporation and Integrated Measurement Systems, Inc.        _______________________
  
       2.16           Amendment No. 1 to the Agreement and Plan of Merger and
                      Reorganization, dated June 1, 2001, by and among the
                      registrant, Iguana Acquisition Corporation and Integrated
                      Measurement Systems, Inc.                                   _______________________
  
       10.36          Amended and Restated Shareholder Agreement, dated June 4,
                      2001, by and among the registrant, Iguana Acquisition
                      Corporation and Cadence Design Systems, Inc.
  </TABLE>
  
  (1)  Incorporated by reference to an exhibit to the Company's Current Report on
       Form 8-K as filed with the Commission on May 17, 2001.
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "d8k.txt", "description": "FORM 8-K", "secsgml_size_bytes": 4357}]
metadata_filer: {"company-data": {"conformed-name": "CREDENCE SYSTEMS CORP", "cik": "0000893162", "assigned-sic": "3825", "irs-number": "942878499", "state-of-incorporation": "DE", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-22366", "film-number": "1653660"}, "business-address": {"street1": "215 FOURIER AVE", "city": "FREMONT", "state": "CA", "zip": "94539", "phone": "5106577400"}, "mail-address": {"street1": "215 FOURIER AVE", "city": "FREMONT", "state": "CA", "zip": "94539"}}
text: UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549
  
                                     FORM 8-K
  
                                  CURRENT REPORT
      Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
  
  Date of Report (Date of earliest event reported)  June 1, 2001
                                                   -------------------------------
  
                           CREDENCE SYSTEMS CORPORATION
  --------------------------------------------------------------------------------
              (Exact name of registrant as specified in its charter)
  
                 Delaware                  000-22366           94-2878499
  --------------------------------------------------------------------------------
       (State or other jurisdiction       (Commission         (IRS Employer
            of incorporation)             File Number)      Identification No.)
  
              215 Fourier Avenue, Fremont, California                  94539
  --------------------------------------------------------------------------------
              (Address of principal executive offices)               (Zip Code)
  
  Registrant's telephone number, including area code  (510) 657-7400
                                                     -----------------------------
                                       None
  --------------------------------------------------------------------------------
           (Former name or former address, if changed since last report)
  Item 5. Other Events.
  
       On May 16, 2001, the Registrant executed a definitive agreement for the
  registrant's acquisition of Integrated Measurement Systems, Inc. and executed a
  shareholder agreement with Cadence Design Systems, Inc. relating to the merger.
  On June 1, 2001 the parties to the Agreement and Plan of Merger and
  Reorganization decided that it was in the best interests of all parties to amend
  the Agreement and Plan of Merger and Reorganization and to amend and restate the
  Shareholder Agreement.
  
  Item 7. Exhibits.
  
       Amendment No. 1 to the Agreement and Plan of Merger and Reorganization,
  dated June 1, 2001, by and among the registrant, Iguana Acquisition Corporation
  and Integrated Measurement Systems, Inc.
  
       Amended and Restated Shareholder Agreement, dated June 4, 2001, by and
  among the registrant, Iguana Acquisition Corporation and Cadence Design 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 hereunto duly authorized.
  
                                     CREDENCE SYSTEMS CORPORATION
                                     ----------------------------
                                     (Registrant)
  
  Date:  June 4, 2001                By /s/ Graham J. Siddall
                                        -------------------------
  
                                     Name:  Graham J. Siddall
                                     Title: Chief Executive Officer and President
  INDEX TO EXHIBITS
  Exhibit No.                    Description
      -----------                    -----------
  2.15(1)        Agreement and Plan of Merger and Reorganization, dated May
                      16, 2001, by and among the registrant, Iguana Acquisition
                      Corporation and Integrated Measurement Systems, Inc.        _______________________
  
       2.16           Amendment No. 1 to the Agreement and Plan of Merger and
                      Reorganization, dated June 1, 2001, by and among the
                      registrant, Iguana Acquisition Corporation and Integrated
                      Measurement Systems, Inc.                                   _______________________
  
       10.36          Amended and Restated Shareholder Agreement, dated June 4,
                      2001, by and among the registrant, Iguana Acquisition
                      Corporation and Cadence Design Systems, Inc.
  (1)  Incorporated by reference to an exhibit to the Company's Current Report on
       Form 8-K as filed with the Commission on May 17, 2001.