Vice President, Marketing Employment Agreement

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October 14, 1999


Mr. Jerauld J. Cutini 112 Worcester Lane Los Gatos, CA 95030


Dear Jerry:


We are very pleased to extend GaSonics International's offer to you to join our organization. The following is our offer to you:


1. The position of Senior Vice President, Marketing and Business
Development, reporting to the President and CEO of GaSonics
International, Asuri S. Raghavan.


2. Your base salary will be $16,666.66 per month ($200,000 annually).


3. You will receive an executive car allowance of $650.00 per month.


4. You will be eligible to receive an executive incentive of 45% of your
base salary upon achievement of individual and/or financial goals, paid
annually.


5. You will be eligible to participate in our executive deferred
compensation plan.


6. You will be eligible to participate in GaSonics' 401(k) Plan. The
Company contributes 50% of the first 6% of salary deferral made to the
Plan and is vested over a four-year schedule.


7. You will receive 150,000 stock options when you begin employment with
GaSonics International. All options are contingent upon approval by
the Board of Directors with option price set at fair market value
established at the time of the grant. Options expire after ten years
of service. The vesting schedule of these stock options will be as
follows:


- 100,000 stock options: Twenty-five percent of the grant shall
become exercisable upon completion of one year of service. The
remaining options of the grant will become exercisable in 36
successive equal monthly installments upon completion of each
additional month of service over the succeeding three years.


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- 50,000 stock options: Twenty-five percent of the grant (12,500
options) shall become exercisable upon completion of two years of
service; twenty-five percent of the grant (12,500 options) shall
become exercisable in twelve (12) successive monthly installments
upon completion of each a ...