As filed with the Securities and Exchange Commission on November 20, 2000
                                              Registration No. 333-_____________

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  ------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                                  ------------

                             ADEPT TECHNOLOGY, INC.
             (Exact name of registrant as specified in its charter)

             California                              94-2900635
    (State or Other Jurisdiction        (I.R.S. Employer Identification No.)
  of Incorporation or Organization)

                              150 Rose Orchard Way
                           San Jose, California 95134
               (Address of Principal Executive Offices) (Zip Code)

                             ----------------------

                        1998 Employee Stock Purchase Plan
                            (Full title of the Plan)

                             ----------------------

                                Michael W. Overby
               Vice President, Finance and Chief Financial Officer
                             Adept Technology, Inc.
                150 Rose Orchard Way, San Jose, California 95134
                     (Name and Address of Agent for Service)
                                 (408) 432-0888
          (Telephone number, including area code, of agent for service)

                             ----------------------

                                   Copies to:
                              Kenneth R. Lamb, Esq.
                           Gibson, Dunn & Crutcher LLP
                      One Montgomery Street, Telesis Tower
                         San Francisco, California 94104
                                 (415) 393-8200
<TABLE>
<CAPTION>
                                           CALCULATION OF REGISTRATION FEE
======================================================================================================================

Title of Securities to        Amount to be          Proposed Maximum       Proposed Maximum           Amount of
     be Registered           Registered (1)          Offering Price            Aggregate          Registration Fee
     -------------           ----------              per Share (2)        Offering Price (2)      ----------------
                                                     ---------            --------------
<S>                         <C>                          <C>                  <C>                      <C>
  Common  Stock,  no        2,400,000 shares             $26.50               $63,600,000              $16,791
  par value
======================================================================================================================
<FN>
(1)      This  Registration  Statement  shall also cover any additional  shares of Common Stock which become  issuable
         under the 1998 Employee Stock Purchase Plan by reason of any stock dividend, stock split, recapitalization or
         other similar  transaction  effected without the receipt of consideration which results in an increase in the
         number of the outstanding shares of Adept Technology, Inc. Common Stock.

(2)      A Registration  Statement on Form S-8 was filed with the  Securities  and Exchange  Commission on November 9,
         1998,  registering an aggregate of 3,600,000  shares of Common Stock  issuable  pursuant to the 1998 Employee
         Stock  Purchase  Plan  and a  registration  fee was paid in  connection  therein.  The fee for the  2,400,000
         additional shares included in this Registration  Statement is calculated solely for purposes of this offering
         under Rule 457(h) of the Securities Act of 1933, as amended,  on the basis of the average of the high and low
         selling  prices per share of Common  Stock as  reported on The Nasdaq  Stock  Market on  November  13,  2000.
======================================================================================================================
</FN>
</TABLE>

<PAGE>

                                     PART II

               Information Required in the Registration Statement

Item 3.  Incorporation of Documents by Reference

         Adept  Technology,  Inc.  (the  "Registrant")  hereby  incorporates  by
reference into this Registration  Statement the following  documents  previously
filed with the Securities and Exchange Commission (the "SEC"):

         (a)  The  Registrant's  Annual  Report on Form 10-K for the fiscal year
              ended June 30, 2000, as amended by Form 10-K/A;

         (b)  The  Registrant's  Quarterly  Report on Form  10-Q for the  fiscal
              quarter ended September 30, 2000;

         (c)  The  description  of the  Registrant's  Common Stock to be offered
              hereby  contained in the  Registrant's  Registration  Statement on
              Form 8-A filed with the Commission on October 31, 1995 pursuant to
              section 12(g) of the  Securities  Exchange Act of 1934, as amended
              (the "1934 Act");

         (d)  The  Registrant's  Current  Reports  on Form  8-K  filed  with the
              Commission on July 27, 2000, October 25, 2000 (8-K/A), and October
              26, 2000; and

         (e)  The  Registrant's  Form  S-8  Registration   Statement  (File  No.
              333-66993) filed with the Commission on November 9, 1998.

         All documents filed pursuant to Sections  13(a),  13(c), 14 or 15(d) of
the 1934 Act  after  the date of this  Registration  Statement  and prior to the
filing of a post-effective amendment which indicates that all securities offered
hereby have been sold or which  deregisters all securities then remaining unsold
shall be deemed to be incorporated by reference into 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

         Not Applicable.

Item 6.  Indemnification of Directors and Officers

         As permitted by Section  204(a) of the California  General  Corporation
Law, the Registrant's Articles of Incorporation  eliminate a director's personal
liability for monetary  damages to the Registrant and its  shareholders  arising
from a breach or alleged breach of the  director's  fiduciary  duty,  except for
liability  arising  under  Sections  310  and  316  of  the  California  General
Corporation Law or liability for (i) acts or omissions that involve  intentional
misconduct

                                      II-1

<PAGE>


or knowing and culpable violation of law, (ii) acts or omissions that a director
believes  to be  contrary  to  the  best  interests  of  the  Registrant  or its
shareholders  or that  involve  the  absence  of good  faith  on the part of the
director,  (iii) any  transaction  from  which a director  derived  an  improper
personal benefit,  (iv) acts or omissions that show a reckless disregard for the
director's duty to the Registrant or its  shareholders in circumstances in which
the director  was aware,  or should have been aware,  in the ordinary  course of
performing a director's duties, of a risk of serious injury to the Registrant or
its shareholders and (v) acts or omissions that constitute an unexcused  pattern
of  inattention  that amounts to an  abdication  of the  director's  duty to the
Registrant or its shareholders. This provision does not eliminate the directors'
duty of care, and in  appropriate  circumstances  equitable  remedies such as an
injunction or other forms of  non-monetary  relief would remain  available under
California law.

         Sections  204(a)  and 317 of the  California  General  Corporation  Law
authorize a corporation  to indemnify  its  directors,  officers,  employees and
other agents in terms  sufficiently broad to permit  indemnification  (including
reimbursement for expenses) under certain  circumstances for liabilities arising
under the Securities Act of 1933, as amended (the "1933 Act").  The Registrant's
Articles of Incorporation and Bylaws contain provisions covering indemnification
of corporate  directors,  officers and other agents against certain  liabilities
and expenses incurred as a result of proceedings involving such persons in their
capacities as directors,  officers,  employees or agents,  including proceedings
under  the  1933  Act  or  the  1934  Act.  The   Registrant  has  entered  into
indemnification agreements with its directors and executive officers.

         At present,  there is no pending  litigation or proceeding  involving a
director,   officer,  employee  or  other  agent  of  the  Registrant  in  which
indemnification  is being sought,  nor is the Registrant aware of any threatened
litigation  that may  result in a claim  for  indemnification  by any  director,
officer, employee or other agent of the Registrant.

Item 7.  Exemption from Registration Claimed

         Not Applicable.

Item 8.  Exhibits

Exhibit Number                Exhibit
--------------                -------

         4.1                  1998 Employee  Stock Purchase Plan, as amended and
                              form of agreement thereunder.

         5.1                  Opinion of Gibson, Dunn & Crutcher LLP.

         23.1                 Consent of Independent Auditors.

         23.2                 Consent  of  Gibson,   Dunn  &  Crutcher   LLP  is
                              contained in Exhibit 5.1.

         24.1                 Power of Attorney (see signature pages, pages II-4
                              and II-5).

                                      II-2

<PAGE>


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 (i) to include any prospectus required by Section
10(a)(3) of the 1933 Act; (ii) to reflect in the  prospectus any facts or events
arising after the  effective  date of this  Registration  Statement (or the most
recent  post-effective   amendment  thereof)  which,   individually  or  in  the
aggregate,  represent a fundamental  change in the information set forth in this
Registration  Statement;  and (iii) to include  any  material  information  with
respect  to  the  plan  of  distribution   not  previously   disclosed  in  this
Registration  Statement  or any  material  change  to such  information  in this
Registration Statement; provided, however, that subparagraphs (1)(i) and (l)(ii)
shall not apply if the information  required to be included in a  post-effective
amendment by those  subparagraphs  is contained in periodic reports filed by the
Registrant  pursuant  to Section  13 or  Section  15(d) of the 1934 Act that are
incorporated  by reference into this  Registration  Statement;  (2) that for the
purpose  of   determining   any   liability   under  the  1933  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,  and
(3) to remove from  registration by means of a  post-effective  amendment any of
the securities  being registered which remain unsold upon the termination of the
Registrant's 1998 Employee Stock Purchase Plan.

         B. The undersigned  Registrant  hereby undertakes that, for purposes of
determining  any liability  under the 1933 Act, each filing of the  Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that is
incorporated by reference into this 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. The  undersigned  Registrant  hereby  undertakes  that,  insofar  as
indemnification  for liabilities  arising under the 1933 Act may be permitted to
directors,  officers or controlling  persons of the  Registrant  pursuant to the
indemnity  provisions  incorporated  by reference in Item 6, or  otherwise,  the
Registrant has been advised that in the opinion of the SEC such  indemnification
is  against  public  policy  as  expressed  in the 1933  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  1933  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, as amended,
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 City of San Jose, State of California, on this 20th day
of November, 2000.

                            ADEPT TECHNOLOGY, INC.

                            By:  /s/ Michael W. Overby
                               --------------------------------
                            Michael W. Overby
                            Vice President, Finance and Chief Financial Officer


                                POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS:

That each such person whose  signature  appears below  constitutes and appoints,
jointly and  severally,  Brian R.  Carlisle  and Michael W.  Overby,  the lawful
attorneys-in-  fact and agents with full power and  authority  to do any and all
acts and things and to execute any and all instruments  which said attorneys and
agents,  and either one of them,  determine  may be  necessary  or  advisable or
required to enable said  corporation  to comply with the Securities Act of 1933,
as amended,  and any rules or regulations or  requirements of the Securities and
Exchange  Commission in connection  with this  Registration  Statement.  Without
limiting the generality of the foregoing power and authority, the powers granted
include the power and  authority to sign the names of the  undersigned  officers
and directors in the capacities indicated below to this Registration  Statement,
to  any  and  all  amendments,   including   pre-effective  and   post-effective
amendments,  and supplements to this Registration Statement,  and to any and all
instruments  or  documents  filed  as  part  of  or  in  conjunction  with  this
Registration  Statement or amendments or  supplements  thereof,  and each of the
undersigned  hereby ratifies and confirms that all said attorneys and agents, or
either of them,  shall do or cause to be done by virtue  hereof.  This  Power of
Attorney may be signed in several counterparts.

         IN WITNESS WHEREOF,  each of the undersigned has executed this Power of
Attorney as of the date indicated.

                                      II-4

<PAGE>


<TABLE>
         Pursuant to the requirements of the Securities Act of 1933, as amended,
this  Registration  Statement has been signed below by the following  persons in
the capacities and on the dates indicated.
<CAPTION>

               Signature                                  Title                                  Date
<S>                                      <C>                                      <C>
/s/ Brian R. Carlisle                    Chairman of the Board and                November 20, 2000
----------------------------------       Chief Executive Officer
     Brian R. Carlisle                   (Principal Executive Officer)


/s/ Michael W. Overby                    Vice President, Finance and              November 20, 2000
-----------------------------------      Chief Financial Officer (Principal
     Michael W. Overby                   Financial  and Accounting Officer)

/s/ Bruce E. Shimano                     Vice President, Research and             November 20, 2000
-----------------------------------      Development, Secretary and Director
     Bruce E. Shimano

/s/ Ronald E.F. Codd                     Director                                 November 20, 2000
-----------------------------------
     Ronald E.F. Codd

/s/ Michael P. Kelly                     Director                                 November 20, 2000
-----------------------------------
     Michael P. Kelly

/s/ Cary R. Mock                         Director                                 November 20, 2000
-----------------------------------
     Cary R. Mock

/s/ John E. Pomeroy                      Director                                 November 20, 2000
-----------------------------------
     John E. Pomeroy
</TABLE>

                                      II-5

<PAGE>


                                  EXHIBIT INDEX

Exhibit Number             Exhibit
--------------             -------

4.1                        1998 Employee Stock  Purchase  Plan, as amended,  and
                           form of agreement thereunder.

5.1                        Opinion of Gibson, Dunn & Crutcher LLP.

23.1                       Consent of Independent Auditors.

23.2                       Consent of Gibson,  Dunn & Crutcher LLP  (included in
                           exhibit 5.1).

24.1                       Power of Attorney (see  signature  page,  pages II-4,
                           and II-5).
[{"type": "S-8", "sequence": "1", "filename": "0001.txt", "description": "FORM S-8", "secsgml_size_bytes": 18537}]
{"company-data": {"conformed-name": "ADEPT TECHNOLOGY INC", "cik": "0000865415", "assigned-sic": "3559", "irs-number": "942900635", "state-of-incorporation": "CA", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-50292", "film-number": "773592"}, "business-address": {"street1": "150 ROSE ORCHARD WAY", "city": "SAN JOSE", "state": "CA", "zip": "95134", "phone": "4084320888"}}
As filed with the Securities and Exchange Commission on November 20, 2000
                                              Registration No. 333-_____________

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  ------------

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      Under
                           The Securities Act of 1933

                                  ------------

                             ADEPT TECHNOLOGY, INC.
             (Exact name of registrant as specified in its charter)

             California                              94-2900635
    (State or Other Jurisdiction        (I.R.S. Employer Identification No.)
  of Incorporation or Organization)

                              150 Rose Orchard Way
                           San Jose, California 95134
               (Address of Principal Executive Offices) (Zip Code)

                             ----------------------

                        1998 Employee Stock Purchase Plan
                            (Full title of the Plan)

                             ----------------------

                                Michael W. Overby
               Vice President, Finance and Chief Financial Officer
                             Adept Technology, Inc.
                150 Rose Orchard Way, San Jose, California 95134
                     (Name and Address of Agent for Service)
                                 (408) 432-0888
          (Telephone number, including area code, of agent for service)

                             ----------------------

                                   Copies to:
                              Kenneth R. Lamb, Esq.
                           Gibson, Dunn & Crutcher LLP
                      One Montgomery Street, Telesis Tower
                         San Francisco, California 94104
                                 (415) 393-8200
CALCULATION OF REGISTRATION FEE
======================================================================================================================

Title of Securities to        Amount to be          Proposed Maximum       Proposed Maximum           Amount of
     be Registered           Registered (1)          Offering Price            Aggregate          Registration Fee
     -------------           ----------              per Share (2)        Offering Price (2)      ----------------
                                                     ---------            --------------
Common  Stock,  no        2,400,000 shares             $26.50               $63,600,000              $16,791
  par value
======================================================================================================================
(1)      This  Registration  Statement  shall also cover any additional  shares of Common Stock which become  issuable
         under the 1998 Employee Stock Purchase Plan by reason of any stock dividend, stock split, recapitalization or
         other similar  transaction  effected without the receipt of consideration which results in an increase in the
         number of the outstanding shares of Adept Technology, Inc. Common Stock.

(2)      A Registration  Statement on Form S-8 was filed with the  Securities  and Exchange  Commission on November 9,
         1998,  registering an aggregate of 3,600,000  shares of Common Stock  issuable  pursuant to the 1998 Employee
         Stock  Purchase  Plan  and a  registration  fee was paid in  connection  therein.  The fee for the  2,400,000
         additional shares included in this Registration  Statement is calculated solely for purposes of this offering
         under Rule 457(h) of the Securities Act of 1933, as amended,  on the basis of the average of the high and low
         selling  prices per share of Common  Stock as  reported on The Nasdaq  Stock  Market on  November  13,  2000.
======================================================================================================================
PART II

               Information Required in the Registration Statement

Item 3.  Incorporation of Documents by Reference

         Adept  Technology,  Inc.  (the  "Registrant")  hereby  incorporates  by
reference into this Registration  Statement the following  documents  previously
filed with the Securities and Exchange Commission (the "SEC"):

         (a)  The  Registrant's  Annual  Report on Form 10-K for the fiscal year
              ended June 30, 2000, as amended by Form 10-K/A;

         (b)  The  Registrant's  Quarterly  Report on Form  10-Q for the  fiscal
              quarter ended September 30, 2000;

         (c)  The  description  of the  Registrant's  Common Stock to be offered
              hereby  contained in the  Registrant's  Registration  Statement on
              Form 8-A filed with the Commission on October 31, 1995 pursuant to
              section 12(g) of the  Securities  Exchange Act of 1934, as amended
              (the "1934 Act");

         (d)  The  Registrant's  Current  Reports  on Form  8-K  filed  with the
              Commission on July 27, 2000, October 25, 2000 (8-K/A), and October
              26, 2000; and

         (e)  The  Registrant's  Form  S-8  Registration   Statement  (File  No.
              333-66993) filed with the Commission on November 9, 1998.

         All documents filed pursuant to Sections  13(a),  13(c), 14 or 15(d) of
the 1934 Act  after  the date of this  Registration  Statement  and prior to the
filing of a post-effective amendment which indicates that all securities offered
hereby have been sold or which  deregisters all securities then remaining unsold
shall be deemed to be incorporated by reference into 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

         Not Applicable.

Item 6.  Indemnification of Directors and Officers

         As permitted by Section  204(a) of the California  General  Corporation
Law, the Registrant's Articles of Incorporation  eliminate a director's personal
liability for monetary  damages to the Registrant and its  shareholders  arising
from a breach or alleged breach of the  director's  fiduciary  duty,  except for
liability  arising  under  Sections  310  and  316  of  the  California  General
Corporation Law or liability for (i) acts or omissions that involve  intentional
misconduct

                                      II-1
or knowing and culpable violation of law, (ii) acts or omissions that a director
believes  to be  contrary  to  the  best  interests  of  the  Registrant  or its
shareholders  or that  involve  the  absence  of good  faith  on the part of the
director,  (iii) any  transaction  from  which a director  derived  an  improper
personal benefit,  (iv) acts or omissions that show a reckless disregard for the
director's duty to the Registrant or its  shareholders in circumstances in which
the director  was aware,  or should have been aware,  in the ordinary  course of
performing a director's duties, of a risk of serious injury to the Registrant or
its shareholders and (v) acts or omissions that constitute an unexcused  pattern
of  inattention  that amounts to an  abdication  of the  director's  duty to the
Registrant or its shareholders. This provision does not eliminate the directors'
duty of care, and in  appropriate  circumstances  equitable  remedies such as an
injunction or other forms of  non-monetary  relief would remain  available under
California law.

         Sections  204(a)  and 317 of the  California  General  Corporation  Law
authorize a corporation  to indemnify  its  directors,  officers,  employees and
other agents in terms  sufficiently broad to permit  indemnification  (including
reimbursement for expenses) under certain  circumstances for liabilities arising
under the Securities Act of 1933, as amended (the "1933 Act").  The Registrant's
Articles of Incorporation and Bylaws contain provisions covering indemnification
of corporate  directors,  officers and other agents against certain  liabilities
and expenses incurred as a result of proceedings involving such persons in their
capacities as directors,  officers,  employees or agents,  including proceedings
under  the  1933  Act  or  the  1934  Act.  The   Registrant  has  entered  into
indemnification agreements with its directors and executive officers.

         At present,  there is no pending  litigation or proceeding  involving a
director,   officer,  employee  or  other  agent  of  the  Registrant  in  which
indemnification  is being sought,  nor is the Registrant aware of any threatened
litigation  that may  result in a claim  for  indemnification  by any  director,
officer, employee or other agent of the Registrant.

Item 7.  Exemption from Registration Claimed

         Not Applicable.

Item 8.  Exhibits

Exhibit Number                Exhibit
--------------                -------

         4.1                  1998 Employee  Stock Purchase Plan, as amended and
                              form of agreement thereunder.

         5.1                  Opinion of Gibson, Dunn & Crutcher LLP.

         23.1                 Consent of Independent Auditors.

         23.2                 Consent  of  Gibson,   Dunn  &  Crutcher   LLP  is
                              contained in Exhibit 5.1.

         24.1                 Power of Attorney (see signature pages, pages II-4
                              and II-5).

                                      II-2
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 (i) to include any prospectus required by Section
10(a)(3) of the 1933 Act; (ii) to reflect in the  prospectus any facts or events
arising after the  effective  date of this  Registration  Statement (or the most
recent  post-effective   amendment  thereof)  which,   individually  or  in  the
aggregate,  represent a fundamental  change in the information set forth in this
Registration  Statement;  and (iii) to include  any  material  information  with
respect  to  the  plan  of  distribution   not  previously   disclosed  in  this
Registration  Statement  or any  material  change  to such  information  in this
Registration Statement; provided, however, that subparagraphs (1)(i) and (l)(ii)
shall not apply if the information  required to be included in a  post-effective
amendment by those  subparagraphs  is contained in periodic reports filed by the
Registrant  pursuant  to Section  13 or  Section  15(d) of the 1934 Act that are
incorporated  by reference into this  Registration  Statement;  (2) that for the
purpose  of   determining   any   liability   under  the  1933  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,  and
(3) to remove from  registration by means of a  post-effective  amendment any of
the securities  being registered which remain unsold upon the termination of the
Registrant's 1998 Employee Stock Purchase Plan.

         B. The undersigned  Registrant  hereby undertakes that, for purposes of
determining  any liability  under the 1933 Act, each filing of the  Registrant's
annual report pursuant to Section 13(a) or Section 15(d) of the 1934 Act that is
incorporated by reference into this 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. The  undersigned  Registrant  hereby  undertakes  that,  insofar  as
indemnification  for liabilities  arising under the 1933 Act may be permitted to
directors,  officers or controlling  persons of the  Registrant  pursuant to the
indemnity  provisions  incorporated  by reference in Item 6, or  otherwise,  the
Registrant has been advised that in the opinion of the SEC such  indemnification
is  against  public  policy  as  expressed  in the 1933  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  1933  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, as amended,
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 City of San Jose, State of California, on this 20th day
of November, 2000.

                            ADEPT TECHNOLOGY, INC.

                            By:  /s/ Michael W. Overby
                               --------------------------------
                            Michael W. Overby
                            Vice President, Finance and Chief Financial Officer

                                POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS:

That each such person whose  signature  appears below  constitutes and appoints,
jointly and  severally,  Brian R.  Carlisle  and Michael W.  Overby,  the lawful
attorneys-in-  fact and agents with full power and  authority  to do any and all
acts and things and to execute any and all instruments  which said attorneys and
agents,  and either one of them,  determine  may be  necessary  or  advisable or
required to enable said  corporation  to comply with the Securities Act of 1933,
as amended,  and any rules or regulations or  requirements of the Securities and
Exchange  Commission in connection  with this  Registration  Statement.  Without
limiting the generality of the foregoing power and authority, the powers granted
include the power and  authority to sign the names of the  undersigned  officers
and directors in the capacities indicated below to this Registration  Statement,
to  any  and  all  amendments,   including   pre-effective  and   post-effective
amendments,  and supplements to this Registration Statement,  and to any and all
instruments  or  documents  filed  as  part  of  or  in  conjunction  with  this
Registration  Statement or amendments or  supplements  thereof,  and each of the
undersigned  hereby ratifies and confirms that all said attorneys and agents, or
either of them,  shall do or cause to be done by virtue  hereof.  This  Power of
Attorney may be signed in several counterparts.

         IN WITNESS WHEREOF,  each of the undersigned has executed this Power of
Attorney as of the date indicated.

                                      II-4
Pursuant to the requirements of the Securities Act of 1933, as amended,
this  Registration  Statement has been signed below by the following  persons in
the capacities and on the dates indicated.
Signature                                  Title                                  Date
/s/ Brian R. Carlisle                    Chairman of the Board and                November 20, 2000
----------------------------------       Chief Executive Officer
     Brian R. Carlisle                   (Principal Executive Officer)

/s/ Michael W. Overby                    Vice President, Finance and              November 20, 2000
-----------------------------------      Chief Financial Officer (Principal
     Michael W. Overby                   Financial  and Accounting Officer)

/s/ Bruce E. Shimano                     Vice President, Research and             November 20, 2000
-----------------------------------      Development, Secretary and Director
     Bruce E. Shimano

/s/ Ronald E.F. Codd                     Director                                 November 20, 2000
-----------------------------------
     Ronald E.F. Codd

/s/ Michael P. Kelly                     Director                                 November 20, 2000
-----------------------------------
     Michael P. Kelly

/s/ Cary R. Mock                         Director                                 November 20, 2000
-----------------------------------
     Cary R. Mock

/s/ John E. Pomeroy                      Director                                 November 20, 2000
-----------------------------------
     John E. Pomeroy
II-5
EXHIBIT INDEX

Exhibit Number             Exhibit
--------------             -------

4.1                        1998 Employee Stock  Purchase  Plan, as amended,  and
                           form of agreement thereunder.

5.1                        Opinion of Gibson, Dunn & Crutcher LLP.

23.1                       Consent of Independent Auditors.

23.2                       Consent of Gibson,  Dunn & Crutcher LLP  (included in
                           exhibit 5.1).

24.1                       Power of Attorney (see  signature  page,  pages II-4,
                           and II-5).