Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 15, 2009, the shareholders of Cascade Microtech, Inc. (the "Company") approved an amendment to the Cascade Microtech, Inc. 2000 Stock Incentive Plan (the "Stock Incentive Plan") increasing the number of shares of Company common stock reserved for issuance thereunder from 2,400,000 shares to 3,000,000 shares. A copy of the Stock Incentive Plan, as amended, is filed as Exhibit 10.1 to this report and incorporated herein by reference.

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

10.1 Cascade Microtech, Inc. 2000 Stock Incentive Plan, as amended.

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