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

(e) Change in Meeting Fees and Annual Retainer for Non-Employee Directors

On October 27, 2009, the Board of Directors (the "Board") of Aehr Test Systems (the "Company") approved of an increase to the meeting fees paid to the Company's non-employee directors. The Board also approved of a decrease to the annual retainer paid to the Company's non-employee directors. The new fees will be effective for the current directors as of October 27, 2009 and for new directors effective upon the date they join the Board.

Under this arrangement, each director will receive $1,500 for each regular Board meeting attended. In addition, the chair of the Audit Committee will receive $1,200 and the chair of the Compensation Committee will receive $1,050 for each respective Audit Committee or Compensation Committee meeting attended. Other members of the Audit Committee will receive $900 and other members of the Compensation Committee will receive $750 for each respective Audit Committee or Compensation Committee meeting attended. All other committee members will receive $750 for each committee meeting attended. If the committee meetings are held on the same day as a regular Board meeting, committee chairs and members will receive 50% of the aforementioned meeting fees. Each director will also receive $750 for attending any special telephonic meeting of the Board. The annual retainer paid to non-employee directors will be reduced from $25,000 to $15,000 which will be paid pro rata on a quarterly basis.