FEI Company Adopts Shareholders' Rights Plan

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More information can be found on the FEI
website at: http://www.

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6 million to speed up applications under the Support Anti-Terrorism by
Fostering Effective Technologies (SAFETY) Act of 2002. This is $5 million
more than the level proposed by the President's budget., FEI Company
(Nasdaq: FEIC) announced today that on July 21, 2005 its board of directors
adopted a shareholders' rights plan. The rights are redeemable by
FEI for $0.

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Of 201 pre-applications and 90 full applications submitted by anti-
terrorism technology producers, DHS has only reached a final determination for
24 of the submitted technologies. HILLSBORO, Ore .001 per right and will expire on August 12, 2015.

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Under the plan, FEI will issue a dividend of one right for each share of
common stock of the company held by shareholders of record as of the close of
business on August 12, 2005.

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The rights will
become exercisable by holders, other than the unsolicited third party
acquirer, for shares of FEI or of the third party acquirer having a value of
twice the rights' then-current exercise price.

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com.

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Since enactment of the SAFETY Act, the pace of DHS evaluations has been
slow.

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The Department of Homeland Security Authorization Act , H.

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The SAFETY Act, and this money to help implement it, will ensure this doesn't
happen.

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The plan is designed to assure
shareholders fair value in the event of a future unsolicited business
combination or similar transaction involving the company.

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With R+D centers
in North America and Europe, and sales and service operations in more the 40
countries around the world, FEI is bringing the nanoscale within the grasp of
leading researchers and manufacturers and helping to turn some of the biggest
ideas of this century into reality.

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Once certified, they are provided protection
from lawsuits to recover damages caused by terrorists.

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Cox Legislation Supports Accelerated Deployment of Anti-Terrorism Technologies

"
The SAFETY Act was designed to ensure that the threat of liability does
not prevent the deployment of anti-terrorism technologies that could save
lives .

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WASHINGTON, The House today approved legislation
that encourages innovations in counterterrorism technology by protecting
providers of technologies to mitigate the effects of terrorism from the threat
of frivolous litigation.

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R.
Funding the SAFETY Act will make the application process more efficient,
thereby encouraging the rapid deployment of advanced technology to protect
Americans from terrorism. Each right will initially entitle shareholders to purchase a
fractional share of the company's preferred stock for an exercise price of
$120. However, the rights are not immediately exercisable and will generally
become exercisable if a person or group acquires beneficial ownership of 20%
or more of FEI's outstanding common stock or commences a tender or exchange
offer upon consummation of which such person or group would beneficially own
20% or more of FEI's common stock , or in the case of Philips or its
affiliates, 30% or more of FEI's outstanding common stock.

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The plan was not
adopted in response to any attempts to acquire the company, and the company is
not aware of any such efforts.

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Under the SAFETY Act, technology providers may apply to DHS for
certification of their products.
"This increased funding for the SAFETY Act will speed up deployment of new
technologies to protect Americans from terrorism," said Homeland Security
Committee Chairman Christopher Cox (R-CA).


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1817, provides
$10. "When terrorists kill Americans,
the people who have helped us to be prepared shouldn't get hit with lawsuits.

About FEI
FEI's Tools for Nanotech(TM), featuring focused ion- and electron-beam
technologies, deliver 3D characterization , analysis and modification
capabilities with resolution down to the sub-Angstrom level.feicompany .

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As a result, we will all be safer.



Further details of the plan are outlined in a letter that will be mailed
to shareholders as of the record date.

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The rights will initially trade with FEI's
common stock.

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