UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~August 30~~December 10, 2004

METRON TECHNOLOGY N.V.

(Exact name of registrant as specified in its charter)

The Netherlands		000-27863		98-0180010
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

4425 FORTRAN DRIVE San Jose, California 95134-2300

~~(Address~~San ofJose, ~~principal~~California ~~executive offices and zip code)~~95134-2300

~~Registrant’s~~ (Address ~~telephone~~of ~~number,~~principal ~~including~~executive ~~area~~offices and ~~code:~~zip ~~(408~~code) ~~719-4600~~

~~Check~~Registrant’s ~~the appropriate box~~telephone ~~below~~number, ifincluding ~~the~~area ~~Form~~code: ~~8-K~~(408) ~~filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:~~719-4600

~~o Written communications~~Check ~~pursuant~~the appropriate box below if the Form 8-K filing is intended to ~~Rule~~simultaneously satisfy ~~425~~the ~~under~~filing obligation of the ~~Securities~~registrant ~~Act~~under ~~(17~~any ~~CFR~~of ~~230.425)~~the following provisions:

~~o Soliciting~~¨ Written ~~material~~communications pursuant to Rule ~~14a-12~~ 425 under the ~~Exchange~~Securities Act (17 CFR ~~240~~230.~~14a-12~~425)

~~o Pre-commencement communications~~¨ Soliciting material pursuant to Rule ~~14d~~14a-~~2(b)~~ 12 under the Exchange Act (17 CFR 240.~~14d~~14a-~~2(b~~12))

o ¨ Pre-commencement communications pursuant to Rule ~~13e~~14d-42(cb) under the Exchange Act (17 CFR 240.~~13e~~14d-42(cb))

~~Item~~¨ Pre-commencement ~~1.02~~communications ~~Termination~~pursuant ofto Rule a13e-4(c) ~~Material~~under ~~Definitive~~the ~~Agreement~~Exchange Act (17 CFR 240.13e-4(c))

OnItem ~~August 30, 2004, Metron Technology, N~~8.V01. ~~(“Metron”)~~Other ~~received a letter from Entegris, Inc~~Events. (“Entegris”), notifying Metron of Entegris’ intent to terminate the Worldwide Stocking Distributor Agreement, between Entegris and Metron (the “Agreement”), at the end of the current term of the Agreement, which term ends on August 31, 2005. Entegris and Metron are currently engaged in discussions about a potential new agreement, which could replace or supercede the Agreement.

~~Pursuant~~On toDecember ~~the~~10, ~~Agreement~~2004, Metron ~~Entegris~~Technology ~~appointed~~N.V. (“Metron,”) asheld aits ~~distributor of~~2004 ~~Entegris’~~Annual ~~gas~~General ~~and~~Meeting ~~fluid~~of Shareholders ~~handling~~(the ~~products,~~“Annual in Meeting”). At the ~~United~~Annual ~~States~~Meeting, ~~Europe~~the ~~and Asia.~~shareholders ~~During~~of Metron approved the ~~term~~sale of substantially all of the ~~Agreement,~~assets of Metron is to ~~refrain~~Applied ~~from~~Materials, ~~any involvement~~Inc. inand orits affiliates ~~connection~~and ~~with~~ the ~~sale~~subsequent ofdissolution ~~any~~and ~~products~~liquidation ~~or services competitive with those~~ of ~~Entegris~~Metron. The ~~term~~shareholders of ~~the~~Metron ~~agreement~~also ~~runs~~approved ~~from~~all other ~~March 1,~~proposals ~~2001 through~~set ~~August 31,~~forth ~~2005,~~in ~~and~~Metron’s ~~would~~definitive ~~renew~~proxy ~~automatically~~statement for ~~successive~~the Annual ~~five-year~~Meeting, ~~terms~~filed ~~thereafter,~~with ~~unless~~the ~~terminated~~SEC byon ~~either~~November ~~party.~~12, A2004, ~~party~~except ~~must give~~that the ~~other~~shareholders did ~~party~~not ~~written~~approve ~~notice~~the ofproposal ~~its intention~~ to ~~terminate~~grant the ~~Agreement at~~Supervisory ~~the~~Board ~~end~~ of Metron the authority ~~then~~to ~~current~~issue ~~term,~~common noshares ~~later~~up ~~than one year prior~~ to the ~~expiration~~ ~~date~~amount of the ~~then~~authorized ~~current term The Agreement contains other~~share ~~termination~~capital ~~provisions~~of ~~which~~Metron doand ~~not~~to ~~require~~restrict ~~advance~~or ~~notice~~exclude topre-emptive berights ~~given~~in relation thereto.

Entegris is also a major shareholder of Metron, and as of July 31, 2004, Entegris owned 1,052,887 shares of common stock of Metron which represented 8.21% of the then outstanding shares of common stock of Metron.SIGNATURES

2Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SIGNATURES

		Metron Technology, N.V.

Dated: December 10, 2004	By:	/s/ Douglas J. McCutcheon
		Douglas J. McCutcheon
		Senior Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Metron Technology, N.V.
Dated: September 2, 2004	By:	/s/ Douglas J. McCutcheon
		Douglas J. McCutcheon Senior Vice President and Chief Financial Officer

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