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) January 1, 2001
  
  
                             MATTSON TECHNOLOGY, INC.
              (Exact name of registrant as specified in its charter)
  
                               --------------------
  
  ================================================================================
  
             Delaware                        0-21970               77-0208119
  (State or other jurisdiction of    (Commission File Number)     (IRS Employer
          incorporation)                                       Identification No.)
  
  ================================================================================
  
                                2800 Bayview Drive
                             Fremont, California 94538
                (Address of principal executive offices) (Zip Code)
  
  ================================================================================
  
         Registrant's telephone number, including area code (510) 657-5900
  <PAGE>
  
  Item 2.  Acquisition or Disposition of Assets
  
       On January 1, 2001, Mattson Technology, Inc. ("Mattson") acquired 100%
  equity ownership of the subsidiaries of STEAG Electronic Systems AG ("STEAG")
  constituting STEAG's semiconductor equipment division (the "STEAG Semiconductor
  Division") and simultaneously acquired CFM Technologies, Inc. ("CFM") through
  the merger of a wholly-owned subsidiary of Mattson with and into CFM. Each of
  the acquired entities is now, directly or indirectly, a wholly-owned subsidiary
  of Mattson. The STEAG Semiconductor Division and CFM each develop, manufacture
  and sell advanced processing equipment used to manufacture semiconductors. The
  terms of these acquisitions are further described in previous SEC reports and
  filings, including the Registration Statement on Form S-4 (Registration No. 333-
  46568) filed by Mattson on September 25, 2000 (the "Registration Statement").
  
       Prior to the acquisition by Mattson, the STEAG Semiconductor Division was
  owned by STEAG. In connection with the acquisition of the STEAG Semiconductor
  Division, Mattson issued 11,850,000 shares of Mattson common stock to STEAG and
  paid STEAG $100,000 in cash. Mattson also issued to STEAG a secured promissory
  note, due July 2, 2001, in the principal amount of $26,095,150.49, to offset the
  amount of outstanding working capital loans from STEAG to the STEAG
  Semiconductor Division at the time of closing. In addition, Mattson assumed
  certain parent company rights and obligations of STEAG and STEAG AG, a parent
  company of STEAG, under certain agreements, guarantees and instruments related
  to the STEAG Semiconductor Division. Mattson, STEAG, and Brad Mattson also
  entered into a Stockholder Agreement providing for, among other things, the
  expansion of Mattson's board of directors from five members to seven and the
  election of two representatives of STEAG, certain restrictions on future
  acquisitions or dispositions of Mattson common stock by STEAG, and registration
  rights in favor of STEAG. The consideration paid by Mattson for the STEAG
  Semiconductor Division was determined by arms' length negotiation between the
  parties.
  
       Prior to the acquisition by Mattson, CFM was a publicly held company traded
  under the symbol "CFMT" on the Nasdaq National Stock Market. In connection with
  the merger with CFM, Mattson will issue 0.5223 shares of common stock upon
  conversion and exchange of each share of CFM common stock issued and outstanding
  immediately prior to January 1, 2001, or approximately 4,100,000 shares of
  Mattson common stock in aggregate. In addition to the shares of Mattson common
  stock issuable to former shareholders of CFM common stock, Mattson also assumed
  all outstanding options to purchase CFM common stock based on the same exchange
  ratio of 0.5223. The consideration paid by Mattson for CFM was determined by
  arms' length negotiation between the parties.
  
       In connection with the acquisitions, Mattson has granted options to
  purchase approximately 850,000 shares of Mattson common stock to employees and
  directors of the STEAG Semiconductor Division and options to purchase
  approximately 500,000 shares of Mattson common stock to employees of CFM.
  
       As a result of these acquisitions, Mattson acquired the facilities and
  equipment used by the STEAG Semiconductor Division and CFM in the research,
  development, design and manufacture of
  <PAGE>
  
  semiconductor manufacturing equipment. At the present time, Mattson intends to
  continue to use these acquired assets for their current purposes.
  
       The merger and business combination agreements, which are incorporated
  herein by reference and filed as exhibits, qualify the description of the
  transactions set forth above and contain additional information regarding the
  terms of the transactions.
  
  Item 7. Financial Statements and Exhibits
  
  The historical and pro forma financial statements listed below are to be
  included in this report.  All such financial statements and pro forma financial
  information will be filed by amendment hereto not later than March 16, 2001.
  
  (a)  Financial Statements of Businesses Acquired
       1.  Financial Statements of STEAG Semiconductor Division
           A.  Annual Audited Financial Statements
               (1)  Report of Independent Public Accountants
               (2)  Combined Balance Sheets as of December 31, 1999 and 1998
               (3)  Combined Statements of Operations for years ended December
                    31, 1999 and 1998
               (4)  Combined Statements of Shareholders' Equity for years ended
                    December 31, 1999 and 1998
               (5)  Combined Statements of Cash Flows for years ended December
                    31, 1999 and 1998
               (6)  Notes to Combined Financial Statements for years ended
                    December 31, 1999 and 1998
           B.  Unaudited Interim Financial Statements
               (1)  Combined Balance Sheets as of June 30, 2000 and 1999
               (2)  Combined Statements of Operations for the six months ended
                    June 30, 2000 and 1999
               (3)  Combined Statements of Cash Flows for the six months ended
                    June 30, 2000 and 1999
               (4)  Notes to Combined Financial Statements for the six months
                    ended June 30, 2000 and 1999
       2.  Financial Statements of CFM Technologies, Inc.
           A.  Audited Annual Financial Statements
               (1)  Report of Independent Public Accountants
               (2)  Consolidated Balance Sheets as of October 31, 1999 and 1998
               (3)  Consolidated Statements of Operations for the years ended
                    October 31, 1999, 1998 and 1997
               (4)  Consolidated Statements of Shareholders' Equity for the years
                    ended October 31, 1999, 1998 and 1997
               (5)  Consolidated Statements of Cash Flows for the years ended
                    October 31, 1999, 1998 and 1997
               (6)  Notes to Consolidated Financial Statements
           B.  Unaudited Interim Financial Statements
  <PAGE>
  
               (1)  Consolidated Balance Sheets (unaudited) as of July 31, 2000
                    and October 31, 1999
               (2)  Consolidated Statements of Operations (unaudited) for the
                    Three and Six months ended July 31, 2000 and 1999
               (3)  Consolidated Statements of Cash Flows (unaudited) for the
                    Nine months ended July 31, 2000 and 1999
               (4)  Notes to Consolidated Financial Statements
  (b)  Pro Forma Financial Information
       1.  Pro Forma Combined Condensed Financial Information
           A.  Unaudited Pro Forma Combined Condensed Balance Sheet
           B.  Unaudited Pro Forma Combined Condensed Statement of Operations
           C.  Notes to Unaudited Combined Condensed Pro Forma Financial
               Information
  (c)  Exhibits
  
  Exhibit No.              Description
  -----------              -----------
  
  2.1                      Strategic Business Combination Agreement, dated as of
                           June 27, 2000, by and between STEAG Electronic Systems
                           AG, an Aktiengesellschaft organized and existing under
                           the laws of the Federal Republic of Germany, and
                           Mattson Technology, Inc., a Delaware corporation.
  
  2.2                      Amendment to Strategic Business Combination Agreement,
                           dated as of December 15, 2000, by and between STEAG
                           Electronic Systems AG, an Aktiengesellschaft organized
                           and existing under the laws of the Federal Republic of
                           Germany, and Mattson Technology, Inc., a Delaware
                           corporation.
  
  2.3                      Stockholder Agreement by and among STEAG Electronic
                           Systems AG, an Aktiengesellschaft organized and
                           existing under the laws of the Federal Republic of
                           Germany, Mattson Technology, Inc., a Delaware
                           corporation, and Brad Mattson.
  
  2.4                      Agreement and Plan of Merger, dated as of June 27,
                           2000, by and among Mattson Technology, Inc., a Delaware
                           corporation, M2C Acquisition Corporation, a Delaware
                           corporation and wholly owned subsidiary of Mattson, and
                           CFM Technologies, Inc., a Pennsylvania corporation.
  
  
  <PAGE>
  
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  
                                            MATTSON TECHNOLOGY, INC.
  
  
  
  Date: January 15, 2001                   By: /s/ Ludger Viefhues
                                              -----------------------------------
                                                Ludger Viefhues
                                                Chief Financial Officer
  <PAGE>
  
                                    EXHIBIT INDEX
  
  Exhibit No.      Description
  -----------      -----------
  
  2.1*             Strategic Business Combination Agreement, dated as of June 27,
                   2000, by and between STEAG Electronic Systems AG, an
                   Aktiengesellschaft organized and existing under the laws of the
                   Federal Republic of Germany and Mattson Technology, Inc., a
                   Delaware corporation.
  
  2.2**            Amendment to Strategic Business Combination Agreement, dated as
                   of December 15, 2000, by and between STEAG Electronic Systems
                   AG, an Aktiengesellschaft organized and existing under the laws
                   of the Federal Republic of Germany, and Mattson Technology,
                   Inc., a Delaware corporation.
  
  2.3              Stockholder Agreement by and among STEAG Electronic Systems AG,
                   an Aktiengesellschaft organized and existing under the laws of
                   the Federal Republic of Germany, Mattson Technology, Inc., a
                   Delaware corporation, and Brad Mattson.
  
  2.4*             Agreement and Plan of Merger, dated as of June 27, 2000, by and
                   among Mattson Technology, Inc. a Delaware corporation, M2C
                   Acquisition Corporation, a Delaware corporation and wholly
                   owned subsidiary of Mattson, and CFM Technologies, Inc., a
                   Pennsylvania corporation.
  
  *   Incorporated by reference from Mattson's filing on Form S-4 (File No.
  333-46568) filed on September 25, 2000.
  
  **  Incorporated by reference from Mattson's filing on Form 8-K (File No.
  000-24838) filed on December 21, 2000.
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metadata_filer: {"company-data": {"conformed-name": "MATTSON TECHNOLOGY INC", "cik": "0000928421", "assigned-sic": "3559", "irs-number": "770208119", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-24838", "film-number": "1509632"}, "business-address": {"street1": "2800 BAYVIEW DR", "city": "FREMONT", "state": "CA", "zip": "94538", "phone": "5106575900"}}
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) January 1, 2001
  
                             MATTSON TECHNOLOGY, INC.
              (Exact name of registrant as specified in its charter)
  
                               --------------------
  
  ================================================================================
  
             Delaware                        0-21970               77-0208119
  (State or other jurisdiction of    (Commission File Number)     (IRS Employer
          incorporation)                                       Identification No.)
  
  ================================================================================
  
                                2800 Bayview Drive
                             Fremont, California 94538
                (Address of principal executive offices) (Zip Code)
  
  ================================================================================
  
         Registrant's telephone number, including area code (510) 657-5900
  Item 2.  Acquisition or Disposition of Assets
  
       On January 1, 2001, Mattson Technology, Inc. ("Mattson") acquired 100%
  equity ownership of the subsidiaries of STEAG Electronic Systems AG ("STEAG")
  constituting STEAG's semiconductor equipment division (the "STEAG Semiconductor
  Division") and simultaneously acquired CFM Technologies, Inc. ("CFM") through
  the merger of a wholly-owned subsidiary of Mattson with and into CFM. Each of
  the acquired entities is now, directly or indirectly, a wholly-owned subsidiary
  of Mattson. The STEAG Semiconductor Division and CFM each develop, manufacture
  and sell advanced processing equipment used to manufacture semiconductors. The
  terms of these acquisitions are further described in previous SEC reports and
  filings, including the Registration Statement on Form S-4 (Registration No. 333-
  46568) filed by Mattson on September 25, 2000 (the "Registration Statement").
  
       Prior to the acquisition by Mattson, the STEAG Semiconductor Division was
  owned by STEAG. In connection with the acquisition of the STEAG Semiconductor
  Division, Mattson issued 11,850,000 shares of Mattson common stock to STEAG and
  paid STEAG $100,000 in cash. Mattson also issued to STEAG a secured promissory
  note, due July 2, 2001, in the principal amount of $26,095,150.49, to offset the
  amount of outstanding working capital loans from STEAG to the STEAG
  Semiconductor Division at the time of closing. In addition, Mattson assumed
  certain parent company rights and obligations of STEAG and STEAG AG, a parent
  company of STEAG, under certain agreements, guarantees and instruments related
  to the STEAG Semiconductor Division. Mattson, STEAG, and Brad Mattson also
  entered into a Stockholder Agreement providing for, among other things, the
  expansion of Mattson's board of directors from five members to seven and the
  election of two representatives of STEAG, certain restrictions on future
  acquisitions or dispositions of Mattson common stock by STEAG, and registration
  rights in favor of STEAG. The consideration paid by Mattson for the STEAG
  Semiconductor Division was determined by arms' length negotiation between the
  parties.
  
       Prior to the acquisition by Mattson, CFM was a publicly held company traded
  under the symbol "CFMT" on the Nasdaq National Stock Market. In connection with
  the merger with CFM, Mattson will issue 0.5223 shares of common stock upon
  conversion and exchange of each share of CFM common stock issued and outstanding
  immediately prior to January 1, 2001, or approximately 4,100,000 shares of
  Mattson common stock in aggregate. In addition to the shares of Mattson common
  stock issuable to former shareholders of CFM common stock, Mattson also assumed
  all outstanding options to purchase CFM common stock based on the same exchange
  ratio of 0.5223. The consideration paid by Mattson for CFM was determined by
  arms' length negotiation between the parties.
  
       In connection with the acquisitions, Mattson has granted options to
  purchase approximately 850,000 shares of Mattson common stock to employees and
  directors of the STEAG Semiconductor Division and options to purchase
  approximately 500,000 shares of Mattson common stock to employees of CFM.
  
       As a result of these acquisitions, Mattson acquired the facilities and
  equipment used by the STEAG Semiconductor Division and CFM in the research,
  development, design and manufacture of
  semiconductor manufacturing equipment. At the present time, Mattson intends to
  continue to use these acquired assets for their current purposes.
  
       The merger and business combination agreements, which are incorporated
  herein by reference and filed as exhibits, qualify the description of the
  transactions set forth above and contain additional information regarding the
  terms of the transactions.
  
  Item 7. Financial Statements and Exhibits
  
  The historical and pro forma financial statements listed below are to be
  included in this report.  All such financial statements and pro forma financial
  information will be filed by amendment hereto not later than March 16, 2001.
  
  (a)  Financial Statements of Businesses Acquired
       1.  Financial Statements of STEAG Semiconductor Division
           A.  Annual Audited Financial Statements
               (1)  Report of Independent Public Accountants
               (2)  Combined Balance Sheets as of December 31, 1999 and 1998
               (3)  Combined Statements of Operations for years ended December
                    31, 1999 and 1998
               (4)  Combined Statements of Shareholders' Equity for years ended
                    December 31, 1999 and 1998
               (5)  Combined Statements of Cash Flows for years ended December
                    31, 1999 and 1998
               (6)  Notes to Combined Financial Statements for years ended
                    December 31, 1999 and 1998
           B.  Unaudited Interim Financial Statements
               (1)  Combined Balance Sheets as of June 30, 2000 and 1999
               (2)  Combined Statements of Operations for the six months ended
                    June 30, 2000 and 1999
               (3)  Combined Statements of Cash Flows for the six months ended
                    June 30, 2000 and 1999
               (4)  Notes to Combined Financial Statements for the six months
                    ended June 30, 2000 and 1999
       2.  Financial Statements of CFM Technologies, Inc.
           A.  Audited Annual Financial Statements
               (1)  Report of Independent Public Accountants
               (2)  Consolidated Balance Sheets as of October 31, 1999 and 1998
               (3)  Consolidated Statements of Operations for the years ended
                    October 31, 1999, 1998 and 1997
               (4)  Consolidated Statements of Shareholders' Equity for the years
                    ended October 31, 1999, 1998 and 1997
               (5)  Consolidated Statements of Cash Flows for the years ended
                    October 31, 1999, 1998 and 1997
               (6)  Notes to Consolidated Financial Statements
           B.  Unaudited Interim Financial Statements
  (1)  Consolidated Balance Sheets (unaudited) as of July 31, 2000
                    and October 31, 1999
               (2)  Consolidated Statements of Operations (unaudited) for the
                    Three and Six months ended July 31, 2000 and 1999
               (3)  Consolidated Statements of Cash Flows (unaudited) for the
                    Nine months ended July 31, 2000 and 1999
               (4)  Notes to Consolidated Financial Statements
  (b)  Pro Forma Financial Information
       1.  Pro Forma Combined Condensed Financial Information
           A.  Unaudited Pro Forma Combined Condensed Balance Sheet
           B.  Unaudited Pro Forma Combined Condensed Statement of Operations
           C.  Notes to Unaudited Combined Condensed Pro Forma Financial
               Information
  (c)  Exhibits
  
  Exhibit No.              Description
  -----------              -----------
  
  2.1                      Strategic Business Combination Agreement, dated as of
                           June 27, 2000, by and between STEAG Electronic Systems
                           AG, an Aktiengesellschaft organized and existing under
                           the laws of the Federal Republic of Germany, and
                           Mattson Technology, Inc., a Delaware corporation.
  
  2.2                      Amendment to Strategic Business Combination Agreement,
                           dated as of December 15, 2000, by and between STEAG
                           Electronic Systems AG, an Aktiengesellschaft organized
                           and existing under the laws of the Federal Republic of
                           Germany, and Mattson Technology, Inc., a Delaware
                           corporation.
  
  2.3                      Stockholder Agreement by and among STEAG Electronic
                           Systems AG, an Aktiengesellschaft organized and
                           existing under the laws of the Federal Republic of
                           Germany, Mattson Technology, Inc., a Delaware
                           corporation, and Brad Mattson.
  
  2.4                      Agreement and Plan of Merger, dated as of June 27,
                           2000, by and among Mattson Technology, Inc., a Delaware
                           corporation, M2C Acquisition Corporation, a Delaware
                           corporation and wholly owned subsidiary of Mattson, and
                           CFM Technologies, Inc., a Pennsylvania corporation.
  SIGNATURES
  
           Pursuant to the requirements of the Securities Exchange Act of 1934, as
  amended, the registrant has duly caused this report to be signed on its behalf
  by the undersigned hereunto duly authorized.
  
                                            MATTSON TECHNOLOGY, INC.
  
  Date: January 15, 2001                   By: /s/ Ludger Viefhues
                                              -----------------------------------
                                                Ludger Viefhues
                                                Chief Financial Officer
  EXHIBIT INDEX
  
  Exhibit No.      Description
  -----------      -----------
  
  2.1*             Strategic Business Combination Agreement, dated as of June 27,
                   2000, by and between STEAG Electronic Systems AG, an
                   Aktiengesellschaft organized and existing under the laws of the
                   Federal Republic of Germany and Mattson Technology, Inc., a
                   Delaware corporation.
  
  2.2**            Amendment to Strategic Business Combination Agreement, dated as
                   of December 15, 2000, by and between STEAG Electronic Systems
                   AG, an Aktiengesellschaft organized and existing under the laws
                   of the Federal Republic of Germany, and Mattson Technology,
                   Inc., a Delaware corporation.
  
  2.3              Stockholder Agreement by and among STEAG Electronic Systems AG,
                   an Aktiengesellschaft organized and existing under the laws of
                   the Federal Republic of Germany, Mattson Technology, Inc., a
                   Delaware corporation, and Brad Mattson.
  
  2.4*             Agreement and Plan of Merger, dated as of June 27, 2000, by and
                   among Mattson Technology, Inc. a Delaware corporation, M2C
                   Acquisition Corporation, a Delaware corporation and wholly
                   owned subsidiary of Mattson, and CFM Technologies, Inc., a
                   Pennsylvania corporation.
  
  *   Incorporated by reference from Mattson's filing on Form S-4 (File No.
  333-46568) filed on September 25, 2000.
  
  **  Incorporated by reference from Mattson's filing on Form 8-K (File No.
  000-24838) filed on December 21, 2000.