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EXHIBIT 10.4
CERTIFICATE OF AMENDMENT
NEWPORT CORPORATION 1999 STOCK INCENTIVE PLAN
The undersigned, Robert C. Hewitt, Secretary of Newport Corporation, hereby
certifies as follows:
1. Initially, 300,000 shares of common stock were reserved for issuance
under the Newport Corporation 1999 Stock Incentive Plan (the "Plan").
2. Pursuant to resolutions adopted by the Company's Board of Directors on
May 17, 2000, the amount of shares reserved for issuance under the Plan was
increased by 300,000 shares, to 600,000.
3. Effective May 30, 2000, the Company effected a three-for-one split of
its common stock, which, pursuant to the terms of the Plan, increased the number
of shares of common stock reserved for issuance under the Plan to 1,800,000
shares (as constituted following the three-for-one stock split).
Dated: June 1, 2000 /s/ Robert C. Hewitt
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Robert C. Hewitt, Secretary
Newport Corporation