rrd79430_89336.html

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Dc0CZWpeM3sNSUDFCbFZvnl8t+yUHG95CEvg8nC1UvyCjXLXfX/WgS9ZYibjoVXT KjDyW55N16CNxXe/8sgp3A== 0001181431-05-052014.txt : 20050915 0001181431-05-052014.hdr.sgml : 20050915 20050915180004 ACCESSION NUMBER: 0001181431-05-052014 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050914 FILED AS OF DATE: 20050915 DATE AS OF CHANGE: 20050915 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NANOMETRICS INC CENTRAL INDEX KEY: 0000704532 STANDARD INDUSTRIAL CLASSIFICATION: MEASURING & CONTROLLING DEVICES, NEC [3829] IRS NUMBER: 942276314 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1550 BUCKEYE DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 BUSINESS PHONE: 408-435-9600 MAIL ADDRESS: STREET 1: 1550 BUCKEYE DRIVE CITY: MILPITAS STATE: CA ZIP: 95035 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MCCUTCHEON DOUGLAS J CENTRAL INDEX KEY: 0001236987 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-13470 FILM NUMBER: 051087460 BUSINESS ADDRESS: STREET 1: C/O METRON TECHNOLOGY STREET 2: 4425 FORTRAN DRIVE CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4087194600 3 1 rrd92077.xml FORM 3 X0202 3 2005-09-14 1 0000704532 NANOMETRICS INC NANO 0001236987 MCCUTCHEON DOUGLAS J 1550 BUCKEYE DRIVE MILPITAS CA 95035 0 1 0 0 EVP, Finance & Admin. & CFO No securities are beneficially owned. /s/ Douglas J. McCutcheon 2005-09-15 EX-24. 2 rrd79430_89336.htm POWER OF ATTORNEY rrd79430_89336.html



                                POWER OF ATTORNEY

        The undersigned, as a Section 16 reporting person of Nanometrics
Incorporated (the "Company"), hereby constitutes and appoints Brian Flynn and
Debra Bustos, and each of them, the undersigned's true and lawful
attorney-in-fact to:

        1.      complete and execute Forms 3, 4 and 5 and other forms and all
                amendments thereto as such attorney-in-fact shall in his or her
                discretion determine to be required or advisable pursuant to
                Section 16 of the Securities Exchange Act of 1934 (as amended)
                and the rules and regulations promulgated thereunder, or any
                successor laws and regulations, as a consequence of the
                undersigned's ownership, acquisition or disposition of
                securities of the Company; and

        2.      do all acts necessary in order to file such forms with the
                Securities and Exchange Commission, any securities exchange or
                national association, the Company and such other person or
                agency as the attorney-in-fact shall deem appropriate.

        The undersigned hereby ratifies and confirms all that said
attorneys-in-fact and agents shall do or cause to be done by virtue hereof. The
undersigned acknowledges that the foregoing attorneys-in-fact, in serving in
such capacity at the request of the undersigned, are not assuming, nor is the
Company assuming, any of the undersigned's responsibilities to comply with
Section 16 of the Securities Exchange Act of 1934 (as amended).

        This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
Company and the foregoing attorneys-in-fact.

        IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed as of this 15th day of September, 2005.

                                        Signature: /s/ Douglas J. McCutcheon
                                                   -----------------------------
                                        Print Name:  Douglas J. McCutcheon
                                                     ---------------------------

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