Exhibit (d)(7)

                             BROOKS AUTOMATION, INC.

                                  SUPPLEMENT TO
                                OFFER TO EXCHANGE

OFFER TO EXCHANGE CERTAIN OUTSTANDING OPTIONS HAVING AN EXERCISE PRICE OF $20.00
   OR MORE FOR NEW OPTIONS UNDER THE BROOKS AUTOMATION, INC. 2000 COMBINATION
STOCK OPTION PLAN AND THE BROOKS AUTOMATION, INC. 1998 EMPLOYEE EQUITY INCENTIVE
                                      PLAN


    THIS OFFER AND THE RIGHT TO WITHDRAW FROM THIS OFFER EXPIRE AT 6:00 P.M.,
     EASTERN DAYLIGHT TIME, ON APRIL 11, 2003 UNLESS THIS OFFER IS EXTENDED

         In an effort to make the terms of the Offer to Exchange certain
options as clear as possible, Brooks Automation, Inc. ("Brooks") is providing
this Supplement to the Offer to Exchange (the "Supplement") to clarify certain
aspects of the Offer previously described in the Offer to Exchange, dated March
13, 2003. All other terms of the Offer remain unchanged.

1    BROOKS' RIGHT TO WAIVE CONDITIONS TO THE OFFER

     In our Offer, we state that we reserve the right to waive any of the
conditions of the Offer or any defect or irregularity in any tender of any
particular options or for any particular option holder. This is to clarify that
if we choose to waive a condition of the Offer for a particular option or for
any particular option holder, we will waive that condition for all participating
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option holders.

2    BROOKS' ACCEPTANCE AND CANCELLATION OF OLD OPTIONS AND OBLIGATION TO
     ISSUE NEW OPTIONS

     Promptly following the expiration of the Offer, Brooks will send an e-mail
notification to all option holders whose offers to exchange have been accepted.
That e-mail will also include Brooks' confirmation of our obligation to issue
New Options in accordance with and subject to the terms of the Offer. Any
option holders whose offers to exchange are rejected also will be promptly
notified.

3    CONDITIONS OF THE OFFER

     In Section 7 of the Offer to Exchange Brooks' ability to terminate the
Offer is based upon certain events which "could" "would" or "might" cause
certain consequences to occur. Those references should in each case be read as
meaning that such events reasonably would or could be expected to cause those
consequences.

4    CONTEMPLATED BENEFITS OF THE OFFER

     In subparagraph 4 on page 23 of the Offer to Exchange, we refer to the
"contemplated benefits" of the Offer to Brooks. The benefits referred to in that
subparagraph are the same as the contemplated benefits described in subparagraph
3 above it.

5    ANNOUNCEMENT OF EXTENSIONS TO THE OFFER

     If we make any extensions to the offering period, we will notify you no
later than 9:00 a.m. Eastern Daylight Time on the next business day after the
last previously scheduled or announced expiration date, rather than 6:00 p.m. on
that date, as we originally indicated in the Offer.

6    INCORPORATION BY REFERENCE OF CERTAIN SEC FILINGS

     Subparagraph 4 of Section 29 of the Offer to Exchange is hereby deleted in
its entirety.


                 The date of this Supplement is March 27, 2003.