1094392--3/5/2010--RUDOLPH_TECHNOLOGIES

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{customer, product, revenue}

{property, intellectual, protect}

{stock, price, operating}

{capital, credit, financial}

{acquisition, growth, future}

{product, liability, claim}

{provision, law, control}

{condition, economic, financial}

{operation, international, foreign}

{tax, income, asset}

{product, candidate, development}

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Our largest customers account for a significant portion of our revenues, and our revenues and cash flows would significantly decline if one or more of these customers were to purchase significantly fewer of our systems or they delayed or cancelled a large order Our customers may be unable to pay us for our products and services Our revenue may vary significantly each quarter due to relatively small fluctuations in our unit sales Variations in the amount of time it takes for us to sell our systems may cause fluctuations in our operating results, which could cause our stock price to decline Most of our revenues have been derived from customers outside of the United States subjecting us to operational, financial and political risks, such as unexpected changes in regulatory requirements, tariffs, political and economic instability, outbreaks of hostilities, and difficulties in managing foreign sales representatives and foreign branch operations If we deliver systems with defects, our credibility will be harmed and the sales and market acceptance of our systems will decrease If we are not successful in developing new and enhanced products for the semiconductor device manufacturing industry we will lose market share to our competitors If new products developed by us do not gain general market acceptance, we will be unable to generate revenues and recover our research and development costs Even if we are able to develop new products that gain market acceptance, sales of these new products could impair our ability to sell existing products If our relationships with our large customers deteriorate, our product development activities could be adversely affected Our ability to reduce costs is limited by our ongoing need to invest in research and development and to provide customer support activities We may fail to adequately protect our intellectual property and, therefore, lose our competitive advantage Protection of our intellectual property rights, or the efforts of third parties to enforce their own intellectual property rights against us, may result in costly and time-consuming litigation, substantial damages, lost product sales and/or the loss of important intellectual property rights Our efforts to protect our intellectual property may be less effective in certain foreign countries, where intellectual property rights are not as well protected as in the United States Some of our current and potential competitors have significantly greater resources than we do, and increased competition could impair sales of our products or cause us to reduce our prices Because of the high cost of switching equipment vendors in our markets, it is sometimes difficult for us to win customers from our competitors even if our systems are superior to theirs We must attract and retain key personnel with knowledge of semiconductor device manufacturing and inspection and/or metrology equipment to help support our future growth, and competition for such personnel in our industry is high We obtain some of the components and subassemblies included in our systems from a limited group of suppliers, and the partial or complete loss of one of these suppliers could cause production delays and a substantial loss of revenues Any prolonged disruption in the operations of our manufacturing facilities could have a material adverse effect on our revenues Failure to adjust our orders for parts and subcomponents in an accurate and timely manner in response to changing market conditions or customer acceptance of our products could adversely affect our financial position and results of operations Our ability to fulfill our backlog may have an effect on our long term ability to procure contracts and fulfill current contracts We may choose to acquire new and complementary businesses, products or technologies instead of developing them ourselves, and may be unable to complete these acquisitions or may not be able to successfully integrate an acquired business in a cost-effective and non-disruptive manner If we cannot effectively manage our growth, our business may suffer Changes in tax rates or tax liabilities could affect results Turmoil in the credit markets and the financial services industry may negatively impact our business, results of operations, financial condition or liquidity Risks Related to the Semiconductor Device Industry Cyclicality in the semiconductor device industry has led to substantial decreases in demand for our systems and may from time to time continue to do so Our future rate of growth is highly dependent on the development and growth of the market for microelectronic device inspection and metrology equipment Risks Related to our Stock Provisions of our charter documents and Delaware law, as well as our stockholder rights plan, could discourage potential acquisition proposals and/or delay, deter or prevent a change in control of our company

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1094392--3/5/2010--RUDOLPH_TECHNOLOGIES_INC