INTEGRATED PROCESS EQUIPMENT CORP
424B5, 1999-03-24
SPECIAL INDUSTRY MACHINERY, NEC
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<PAGE>   1
                                                Filed Pursuant to Rule 424(b)(5)
                                                      Registration No. 333-42369

PROSPECTUS SUPPLEMENT DATED MARCH 24, 1999
(To Prospectus dated February 11, 1998, Prospectus Supplement dated March 2, 
1998, Prospectus Supplement dated April 1, 1998, Prospectus Supplement dated 
April 28, 1998, Prospectus Supplement dated June 11, 1998, Prospectus 
Supplement dated July 8, 1998, Prospectus Supplement dated October 22, 1998, 
Prospectus Supplement dated January 14, 1998 and Prospectus Supplement dated 
February 24, 1999)

                       INTEGRATED PROCESS EQUIPMENT CORP.

                                  $115,000,000
          6-1/4% Convertible Subordinated Notes due September 15, 2004
                                      and
            Shares of Common Stock Issuable Upon Conversion Thereof
                               ------------------

     This Prospectus Supplement together, with the Prospectus listed above, is 
to be used by certain holders of the above-referenced securities or by their 
transferees, pledgees, donees or their successors in connection with the offer 
and sale of the above referenced securities.
<PAGE>   2
     The table captioned "Selling Securityholders" commencing on pages 28-29 of 
the Prospectus is hereby amended to reflect the following additions and changes.

<TABLE>
<CAPTION>
                                                                            NUMBER OF SHARES OF
                                        PRINCIPAL AMOUNT OF NOTES        COMMON STOCK BENEFICIALLY
                                           BENEFICIALLY OWNED                OWNED AND OFFERED
   SELLING SECURITYHOLDER                  AND OFFERED HEREBY                   HEREBY(1)(2)
- ---------------------------             -------------------------        -------------------------
<S>                                     <C>                              <C>
Mitsui Trust & Banking Co., Ltd. .....        1,630,000(3)                        41,794
</TABLE>

(1)  Includes shares of Common Stock issuable upon conversion of the Notes.

(2)  Assumes a conversion price of $39.00 per share, and a cash payment in lieu
     of any fractional share interest; such conversion price is subject to
     adjustment as described under "Description of Notes--Conversion."
     Accordingly the number of shares of Common Stock issuable upon conversion
     of the Notes may increase or decrease from time to time. Under the terms of
     Indenture, fractional shares will not be issued upon conversion of the
     Notes; cash will be paid in lieu of fractional shares, if any.

(3)  Revised from 540,000 in Prospectus Supplement dated February 24, 1999.



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