<PAGE>
 
   As filed with the Securities and Exchange Commission on October 30, 1998
                                                   Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
                                        
                             REGISTRATION STATEMENT
                                   UNDER THE
                             SECURITIES ACT OF 1933

                            BROOKS AUTOMATION, INC.
                            ----------------------- 
             (Exact Name of Registrant as Specified in Its Charter)

          DELAWARE                                             04-3040660
          --------                                             ----------
(State or Other Jurisdiction of                            (I.R.S. Employer
Incorporation or Organization)                          Identification Number)

                   15 ELIZABETH DRIVE, CHELMSFORD, MA  01824
                   -----------------------------------------
              (Address of Principal Executive Offices) (Zip Code)


          BROOKS AUTOMATION, INC. 1998 EMPLOYEE EQUITY INCENTIVE PLAN
                   FASTECH INTEGRATION, INC. 1998 STOCK PLAN
                   FASTECH INTEGRATION, INC. 1988 STOCK PLAN
                   -----------------------------------------
                           (Full Title of the Plans)

                         ROBERT J. THERRIEN, PRESIDENT
                            BROOKS AUTOMATION, INC.
                               15 ELIZABETH DRIVE
                             CHELMSFORD, MA  01824
                             ---------------------
                    (Name and Address of Agent For Service)

                                 (978) 262-2400
                                 --------------
         (Telephone Number, Including Area Code, of Agent For Service)


                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
============================================================================================
Title of                                  Proposed           Proposed
Securities            Amount              Maximum            Maximum              Amount of
to be                 to be               Offering Price     Aggregate Offer-     Registra-
Registered            Registered          Per Share          ing Price            tion fee
--------------------  ------------------  -----------------  -------------------  ----------
<S>                   <C>                 <C>                <C>                  <C>
 
Common Stock,         597,357(1)(2)       $  12.75(3)        $ 7,616,301.75(3)    $ 2,117.33 
$.01 par value
 
Preferred Share       597,357 Rights(2)   --- (5)            ---(5)               ---
Purchase Rights(4)
============================================================================================
</TABLE>


(1) Includes (i) 400,000 shares that may be issued pursuant to the Brooks
    Automation, Inc. 1998 Employee Equity Incentive Plan, (ii) 31,867 shares, as
    converted, that may be issued pursuant to the FASTech Integration, Inc. 1998
    Stock Plan and (iii) 165,490 shares, as converted, that may be issued
    pursuant to the FASTech Integration, Inc. 1988 Stock Plan.  Options granted
    under the FASTech Integration, Inc. 1998 Stock Plan and the FASTech
    Integration, Inc. 1988 Stock Plan were converted into options to purchase
    Common Stock of the Registrant pursuant to that certain Merger Agreement
    dated September 21, 1998 by and among the Registrant, FASTech Integration,
    Inc. and FASTech Acquisition Corp.

(2) Such presently indeterminable number of additional shares of Common Stock
    and Rights are registered hereunder as may be issued in the event of a
    merger, consolidation, reorganization, recapitalization, stock dividend,
    stock split, stock combination, or other similar changes in the Common
    Stock.

(3) Estimated solely for the purpose of determining the registration fee
    pursuant to Rule 457(h) under the Securities Act of 1933, on the basis of
    the average high and low prices for the Registrant's Common Stock on the
    National Association of Securities Dealers National Market System on 
    October 27, 1998.

(4) On July 23, 1997, the Board of Directors of the Registrant declared a
    dividend of one preferred shares purchase right (the "Rights") for each
    share of Common Stock outstanding on August 12, 1997.  The 597,357 Rights
    registered hereby represent one Right that may be issued in connection with
    each share of Common Stock issuable upon exercise of options granted or to
    be granted under the Brooks Automation, Inc. 1998 Employee Equity Incentive
    Plan (400,000 Rights), FASTech Integration, Inc. 1998 Stock Plan (31,867
    Rights) and FASTech Integration, Inc. 1988 Stock Plan (165,490 Rights).

(5) The Rights are not separately transferable apart from the Common Stock, nor
    are they exercisable until the occurrence of certain events.  Accordingly,
    no independent value has been attributed to the Rights.

                          EXHIBIT INDEX AT PAGE II-5 


<PAGE>
 
                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.
         ----------------------------------------------- 

   The following documents are hereby incorporated by reference into this
Registration Statement:

   (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
September 30, 1997;

   (b)  The Registrant's Quarterly Report on Form 10-Q for the quarterly period
ended December 31, 1997;

   (c)  The Registrant's Quarterly Report on Form 10-Q for the quarterly period
ended March 31, 1998;

   (d)  The Registrant's Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 1998

   (e)  The description of the Registrant's Common Stock contained in the
Registrant's Registration Statement on Form 8-A (File No. 0-25434) filed under
the Securities Exchange Act of 1934, as amended (the "Exchange Act") including
any amendment or report filed for the purpose of updating such description;

   (f)  The description of the Registrant's Common Stock contained in the
Registrant's Registration Statement on Form S-1 (File No. 333-34487) filed under
the 1933 Act.

   All documents filed by the Registrant pursuant to Sections 13(a), 13(c), 14
and 15(d) of the Exchange Act, subsequent to the date hereof and prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold, shall
be deemed hereby incorporated by reference in this Registration Statement and to
be a part hereof from the date of filing of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.
         ------------------------- 

   Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.
         -------------------------------------- 

   The validity of the securities offered hereby has been passed upon for the
Registrant by Messrs. Brown, Rudnick, Freed & Gesmer, One Financial Center,
Boston, Massachusetts 02111.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.
         ----------------------------------------- 

   Article Ninth of the Registrant's Certificate of Incorporation eliminates the
personal liability of directors of the Registrant or its stockholders for
monetary damages for breach of fiduciary duty to the full extent permitted by
Delaware law.  Article VII of the Registrant's Bylaws provides that the
Registrant may indemnify its officers and directors to the full extent permitted
by the Delaware General Corporation Law.  Section 145 of the Delaware General
Corporation Law authorizes a corporation to indemnify directors, officers and
employees unless such party has been adjudicated in any proceeding not to have
acted in good faith in the reasonable belief that his action was in the best
interest of the corporation.

   The Registrant has entered into indemnification agreements with each of its
present directors and certain of its officers.  The Company may also enter  into
similar agreements with certain of the Company's officers who are not also
directors.  Generally, the indemnification agreements attempt to provide the
maximum protection permitted by Delaware law with respect to indemnification of
directors and officers.  In addition, the Registrant maintains insurance on
behalf of any person who is or was a director or officer against any loss
arising from any claim asserted against him or her in any such capacity, subject
to certain exceptions.

                                      II-1
<PAGE>
 
ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.
         ----------------------------------- 

   Not applicable.

ITEM 8.     EXHIBITS.
            -------- 

   (4.1)    Certificate of Incorporation of the Registrant.

   (4.2)    Description of Capital Stock (contained in the Certificate of
            Incorporation of the Company filed as Exhibit 3.01 and in the
            Certificate of Designation filed as Exhibit 3.03).

   (4.3)    Rights Agreement.

   (5.1)    Legal Opinion of Brown, Rudnick, Freed & Gesmer.

   (23.1)   Consent of PricewaterhouseCoopers LLP.

   (23.2)   Consent of Brown, Rudnick, Freed & Gesmer (included in its legal
            opinion filed as Exhibit 5.1 hereof).

   (24.1)   Power of Attorney (included on Signature Page).

   (99.4)   Registrant's 1998 Employee Equity Incentive Plan, as amended.

   (99.5)   FASTech Integration, Inc. 1998 Stock Plan.

   (99.6)   FASTech Integration, Inc. 1988 Stock Plan.



ITEM 9.  UNDERTAKINGS.
         ------------ 

   (a)  The undersigned Registrant hereby undertakes:

       (1)  To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

       (2)  That, for the purpose of determining liability under the Securities
Act, each such post-effective amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

       (3)  To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination of
the offering.

   (b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

   (c)  Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the

                                      II-2
<PAGE>
 
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                                      II-3
<PAGE>
 
                                  SIGNATURES


    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Town of Chelmsford, Commonwealth of Massachusetts, on the
16th day of October, 1998.

                               BROOKS AUTOMATION, INC.


                               By: /s/ Robert J. Therrien
                                   --------------------------------
                                   Robert J. Therrien
                                   Chief Executive Officer


                               POWER OF ATTORNEY


    KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears
below constitutes and appoints Robert J. Therrien and Deborah D. Fox and each of
them (with full power to each of them to act alone), his true and lawful
attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign any or all amendments (including post-effective amendments)
to this Registration Statement, and to file the same, with all exhibits thereto
and other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, as fully to all
intents and purposes as he might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
substitutes, may lawfully do or cause to be done by virtue hereof.

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.

Signature                          Title                 Date
---------                          -----                 ---- 
 
/s/ Robert J. Therrien    Director and Principal         October 16, 1998
-----------------------   Executive Officer
  Robert J. Therrien      
 
/s/ Deborah D. Fox        Principal Financial and        October 16, 1998
-----------------------   Accounting Officer
    Deborah D. Fox        
 
/s/ Roger D. Emerick      Director                       October 27, 1998
-----------------------
    Roger D. Emerick
 
-----------------------   Director                       October ___, 1998
    Amin D. Khoury

                                      II-4
<PAGE>
 
                               INDEX TO EXHIBITS

EXHIBIT
NUMBER
-------

(4.1)      Certificate of Incorporation of the Registrant.*
 
(4.2)      Description of Capital Stock (contained in the Certificate of
           Incorporation of the Company filed as Exhibit 3.01 and in the
           Certificate of Designation filed as Exhibit 3.03).*
 
(4.3)      Rights Agreement.**
 
(5.1)      Legal Opinion of Brown, Rudnick, Freed & Gesmer.
 
(23.1)     Consent of PricewaterhouseCoopers LLP.
 
(23.2)     Consent of Brown, Rudnick, Freed & Gesmer (included in its legal
           opinion filed as Exhibit 5.1 hereof).
 
(99.4)     Registrant's 1998 Employee Equity Incentive Plan, as amended.
 
(99.5)     FASTech Integration, Inc. 1998 Stock Plan.
 
(99.6)     FASTech Integration, Inc. 1988 Stock Plan.


*  The above exhibits were previously filed as an exhibit of the same number to
the Registrant's Registration Statement on Form S-1 (Registration No. 33-87296)
and are incorporated herein by reference.

** The above exhibits were previously filed as an exhibit of the same number to
the Registrant's Registration Statement on Form S-1 (Registration No. 333-34487)
and are incorporated herein by reference.
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 16541}]
{"company-data": {"conformed-name": "BROOKS AUTOMATION INC", "cik": "0000933974", "assigned-sic": "3559", "irs-number": "043040660", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-66455", "film-number": "98734604"}, "business-address": {"street1": "15 ELIZABETH DRIVE", "city": "CHELMSFORD", "state": "MA", "zip": "01824", "phone": "5084531112"}, "mail-address": {"street1": "15 ELIZABETH DRIVE", "city": "CHELMSBORO", "state": "MA", "zip": "01824"}}
As filed with the Securities and Exchange Commission on October 30, 1998
                                                   Registration No. 333-
================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-8
                                        
                             REGISTRATION STATEMENT
                                   UNDER THE
                             SECURITIES ACT OF 1933

                            BROOKS AUTOMATION, INC.
                            ----------------------- 
             (Exact Name of Registrant as Specified in Its Charter)

          DELAWARE                                             04-3040660
          --------                                             ----------
(State or Other Jurisdiction of                            (I.R.S. Employer
Incorporation or Organization)                          Identification Number)

                   15 ELIZABETH DRIVE, CHELMSFORD, MA  01824
                   -----------------------------------------
              (Address of Principal Executive Offices) (Zip Code)

          BROOKS AUTOMATION, INC. 1998 EMPLOYEE EQUITY INCENTIVE PLAN
                   FASTECH INTEGRATION, INC. 1998 STOCK PLAN
                   FASTECH INTEGRATION, INC. 1988 STOCK PLAN
                   -----------------------------------------
                           (Full Title of the Plans)

                         ROBERT J. THERRIEN, PRESIDENT
                            BROOKS AUTOMATION, INC.
                               15 ELIZABETH DRIVE
                             CHELMSFORD, MA  01824
                             ---------------------
                    (Name and Address of Agent For Service)

                                 (978) 262-2400
                                 --------------
         (Telephone Number, Including Area Code, of Agent For Service)

                        CALCULATION OF REGISTRATION FEE
============================================================================================
Title of                                  Proposed           Proposed
Securities            Amount              Maximum            Maximum              Amount of
to be                 to be               Offering Price     Aggregate Offer-     Registra-
Registered            Registered          Per Share          ing Price            tion fee
--------------------  ------------------  -----------------  -------------------  ----------
Common Stock,         597,357(1)(2)       $  12.75(3)        $ 7,616,301.75(3)    $ 2,117.33 
$.01 par value
 
Preferred Share       597,357 Rights(2)   --- (5)            ---(5)               ---
Purchase Rights(4)
============================================================================================
(1) Includes (i) 400,000 shares that may be issued pursuant to the Brooks
    Automation, Inc. 1998 Employee Equity Incentive Plan, (ii) 31,867 shares, as
    converted, that may be issued pursuant to the FASTech Integration, Inc. 1998
    Stock Plan and (iii) 165,490 shares, as converted, that may be issued
    pursuant to the FASTech Integration, Inc. 1988 Stock Plan.  Options granted
    under the FASTech Integration, Inc. 1998 Stock Plan and the FASTech
    Integration, Inc. 1988 Stock Plan were converted into options to purchase
    Common Stock of the Registrant pursuant to that certain Merger Agreement
    dated September 21, 1998 by and among the Registrant, FASTech Integration,
    Inc. and FASTech Acquisition Corp.

(2) Such presently indeterminable number of additional shares of Common Stock
    and Rights are registered hereunder as may be issued in the event of a
    merger, consolidation, reorganization, recapitalization, stock dividend,
    stock split, stock combination, or other similar changes in the Common
    Stock.

(3) Estimated solely for the purpose of determining the registration fee
    pursuant to Rule 457(h) under the Securities Act of 1933, on the basis of
    the average high and low prices for the Registrant's Common Stock on the
    National Association of Securities Dealers National Market System on 
    October 27, 1998.

(4) On July 23, 1997, the Board of Directors of the Registrant declared a
    dividend of one preferred shares purchase right (the "Rights") for each
    share of Common Stock outstanding on August 12, 1997.  The 597,357 Rights
    registered hereby represent one Right that may be issued in connection with
    each share of Common Stock issuable upon exercise of options granted or to
    be granted under the Brooks Automation, Inc. 1998 Employee Equity Incentive
    Plan (400,000 Rights), FASTech Integration, Inc. 1998 Stock Plan (31,867
    Rights) and FASTech Integration, Inc. 1988 Stock Plan (165,490 Rights).

(5) The Rights are not separately transferable apart from the Common Stock, nor
    are they exercisable until the occurrence of certain events.  Accordingly,
    no independent value has been attributed to the Rights.

                          EXHIBIT INDEX AT PAGE II-5
PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE.
         ----------------------------------------------- 

   The following documents are hereby incorporated by reference into this
Registration Statement:

   (a)  The Registrant's Annual Report on Form 10-K for the fiscal year ended
September 30, 1997;

   (b)  The Registrant's Quarterly Report on Form 10-Q for the quarterly period
ended December 31, 1997;

   (c)  The Registrant's Quarterly Report on Form 10-Q for the quarterly period
ended March 31, 1998;

   (d)  The Registrant's Quarterly Report on Form 10-Q for the quarterly period
ended June 30, 1998

   (e)  The description of the Registrant's Common Stock contained in the
Registrant's Registration Statement on Form 8-A (File No. 0-25434) filed under
the Securities Exchange Act of 1934, as amended (the "Exchange Act") including
any amendment or report filed for the purpose of updating such description;

   (f)  The description of the Registrant's Common Stock contained in the
Registrant's Registration Statement on Form S-1 (File No. 333-34487) filed under
the 1933 Act.

   All documents filed by the Registrant pursuant to Sections 13(a), 13(c), 14
and 15(d) of the Exchange Act, subsequent to the date hereof and prior to the
filing of a post-effective amendment which indicates that all securities offered
have been sold or which deregisters all securities then remaining unsold, shall
be deemed hereby incorporated by reference in this Registration Statement and to
be a part hereof from the date of filing of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.
         ------------------------- 

   Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.
         -------------------------------------- 

   The validity of the securities offered hereby has been passed upon for the
Registrant by Messrs. Brown, Rudnick, Freed & Gesmer, One Financial Center,
Boston, Massachusetts 02111.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.
         ----------------------------------------- 

   Article Ninth of the Registrant's Certificate of Incorporation eliminates the
personal liability of directors of the Registrant or its stockholders for
monetary damages for breach of fiduciary duty to the full extent permitted by
Delaware law.  Article VII of the Registrant's Bylaws provides that the
Registrant may indemnify its officers and directors to the full extent permitted
by the Delaware General Corporation Law.  Section 145 of the Delaware General
Corporation Law authorizes a corporation to indemnify directors, officers and
employees unless such party has been adjudicated in any proceeding not to have
acted in good faith in the reasonable belief that his action was in the best
interest of the corporation.

   The Registrant has entered into indemnification agreements with each of its
present directors and certain of its officers.  The Company may also enter  into
similar agreements with certain of the Company's officers who are not also
directors.  Generally, the indemnification agreements attempt to provide the
maximum protection permitted by Delaware law with respect to indemnification of
directors and officers.  In addition, the Registrant maintains insurance on
behalf of any person who is or was a director or officer against any loss
arising from any claim asserted against him or her in any such capacity, subject
to certain exceptions.

                                      II-1
ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.
         ----------------------------------- 

   Not applicable.

ITEM 8.     EXHIBITS.
            -------- 

   (4.1)    Certificate of Incorporation of the Registrant.

   (4.2)    Description of Capital Stock (contained in the Certificate of
            Incorporation of the Company filed as Exhibit 3.01 and in the
            Certificate of Designation filed as Exhibit 3.03).

   (4.3)    Rights Agreement.

   (5.1)    Legal Opinion of Brown, Rudnick, Freed & Gesmer.

   (23.1)   Consent of PricewaterhouseCoopers LLP.

   (23.2)   Consent of Brown, Rudnick, Freed & Gesmer (included in its legal
            opinion filed as Exhibit 5.1 hereof).

   (24.1)   Power of Attorney (included on Signature Page).

   (99.4)   Registrant's 1998 Employee Equity Incentive Plan, as amended.

   (99.5)   FASTech Integration, Inc. 1998 Stock Plan.

   (99.6)   FASTech Integration, Inc. 1988 Stock Plan.

ITEM 9.  UNDERTAKINGS.
         ------------ 

   (a)  The undersigned Registrant hereby undertakes:

       (1)  To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

       (2)  That, for the purpose of determining liability under the Securities
Act, each such post-effective amendment shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

       (3)  To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination of
the offering.

   (b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

   (c)  Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the

                                      II-2
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the Act
and is, therefore, unenforceable.  In the event that a claim for indemnification
against such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the Registrant
in the successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

                                      II-3
SIGNATURES

    Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the Town of Chelmsford, Commonwealth of Massachusetts, on the
16th day of October, 1998.

                               BROOKS AUTOMATION, INC.

                               By: /s/ Robert J. Therrien
                                   --------------------------------
                                   Robert J. Therrien
                                   Chief Executive Officer

                               POWER OF ATTORNEY

    KNOW ALL MEN BY THESE PRESENTS, that the person whose signature appears
below constitutes and appoints Robert J. Therrien and Deborah D. Fox and each of
them (with full power to each of them to act alone), his true and lawful
attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all
capacities, to sign any or all amendments (including post-effective amendments)
to this Registration Statement, and to file the same, with all exhibits thereto
and other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, as fully to all
intents and purposes as he might or could do in person, hereby ratifying and
confirming all that said attorneys-in-fact and agents, or any of them, or their
substitutes, may lawfully do or cause to be done by virtue hereof.

    Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.

Signature                          Title                 Date
---------                          -----                 ---- 
 
/s/ Robert J. Therrien    Director and Principal         October 16, 1998
-----------------------   Executive Officer
  Robert J. Therrien      
 
/s/ Deborah D. Fox        Principal Financial and        October 16, 1998
-----------------------   Accounting Officer
    Deborah D. Fox        
 
/s/ Roger D. Emerick      Director                       October 27, 1998
-----------------------
    Roger D. Emerick
 
-----------------------   Director                       October ___, 1998
    Amin D. Khoury

                                      II-4
INDEX TO EXHIBITS

EXHIBIT
NUMBER
-------

(4.1)      Certificate of Incorporation of the Registrant.*
 
(4.2)      Description of Capital Stock (contained in the Certificate of
           Incorporation of the Company filed as Exhibit 3.01 and in the
           Certificate of Designation filed as Exhibit 3.03).*
 
(4.3)      Rights Agreement.**
 
(5.1)      Legal Opinion of Brown, Rudnick, Freed & Gesmer.
 
(23.1)     Consent of PricewaterhouseCoopers LLP.
 
(23.2)     Consent of Brown, Rudnick, Freed & Gesmer (included in its legal
           opinion filed as Exhibit 5.1 hereof).
 
(99.4)     Registrant's 1998 Employee Equity Incentive Plan, as amended.
 
(99.5)     FASTech Integration, Inc. 1998 Stock Plan.
 
(99.6)     FASTech Integration, Inc. 1988 Stock Plan.

*  The above exhibits were previously filed as an exhibit of the same number to
the Registrant's Registration Statement on Form S-1 (Registration No. 33-87296)
and are incorporated herein by reference.

** The above exhibits were previously filed as an exhibit of the same number to
the Registrant's Registration Statement on Form S-1 (Registration No. 333-34487)
and are incorporated herein by reference.