SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Rosen Gary J

(Last)

(First)

(Middle)

35 DORY ROAD

(Street)

GLOUCESTER

01930

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
VARIAN SEMICONDUCTOR EQUIPMENT ASSOCIATES INC [ VSEA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Vice President Engineering

3. Date of Earliest Transaction (Month/Day/Year)
06/09/2011

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/09/2011		M		12,186	A	$27.53	56,379	D
Common Stock	06/09/2011		S		12,186	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		12,187	A	$42.73	56,380	D
Common Stock	06/09/2011		S		12,187	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		11,423	A	$46.65	55,616	D
Common Stock	06/09/2011		S		11,423	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		22,969	A	$38.99	67,162	D
Common Stock	06/09/2011		S		22,969	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		9,141	A	$33.49	53,334	D
Common Stock	06/09/2011		S		9,141	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		8,437	A	$37.68	52,630	D
Common Stock	06/09/2011		S		8,437	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		7,734	A	$34.33	51,927	D
Common Stock	06/09/2011		S		7,734	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		7,875	A	$17.08	52,068	D
Common Stock	06/09/2011		S		7,875	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		5,063	A	$18.42	49,256	D
Common Stock	06/09/2011		S		5,063	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		4,500	A	$22.35	48,693	D
Common Stock	06/09/2011		S		4,500	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		3,938	A	$30.25	48,131	D
Common Stock	06/09/2011		S		3,938	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		5,250	A	$31.23	49,443	D
Common Stock	06/09/2011		S		5,250	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		625	A	$30.08	44,818	D
Common Stock	06/09/2011		S		625	D	$61.3185	44,193	D
Common Stock	06/09/2011		M		500	A	$32.02	44,693	D
Common Stock	06/09/2011		S		500	D	$61.3185	44,193	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (right to buy)	$17.08	06/09/2011		M			7,875	11/24/2009⁽¹⁾	11/24/2015	Common Stock	7,875	$61.3185	23,625	D
Non-Qualified Stock Option (right to buy)	$18.42	06/09/2011		M			5,063	02/26/2010⁽²⁾	02/26/2016	Common Stock	5,063	$61.3185	3,937	D
Non-Qualified Stock Option (right to buy)	$22.35	06/09/2011		M			4,500	05/14/2010⁽³⁾	05/14/2016	Common Stock	4,500	$61.3185	4,500	D
Non-Qualified Stock Option (right to buy)	$27.53	06/09/2011		M			12,186	02/09/2008⁽⁴⁾	02/09/2014	Common Stock	12,186	$61.3185	0	D
Non-Qualified Stock Option (right to buy)	$30.08	06/09/2011		M			625	02/26/2011⁽⁵⁾	02/26/2017	Common Stock	625	$61.3185	1,375	D
Non-Qualified Stock Option (right to buy)	$30.25	06/09/2011		M			3,938	08/14/2010⁽⁶⁾	08/14/2016	Common Stock	3,938	$61.3185	5,062	D
Non-Qualified Stock Option (right to buy)	$31.23	06/09/2011		M			5,250	11/12/2010⁽⁷⁾	11/12/2016	Common Stock	5,250	$61.3185	8,750	D
Non-Qualified Stock Option (right to buy)	$32.02	06/09/2011		M			500	05/13/2011⁽⁸⁾	05/13/2017	Common Stock	500	$61.3185	1,500	D
Non-Qualified Stock Option (right to buy)	$33.49	06/09/2011		M			9,141	02/09/2009⁽⁹⁾	02/09/2015	Common Stock	9,141	$61.3185	2,109	D
Non-Qualified Stock Option (right to buy)	$34.33	06/09/2011		M			7,734	08/14/2009⁽¹⁰⁾	08/14/2015	Common Stock	7,734	$61.3185	3,516	D
Non-Qualified Stock Option (right to buy)	$37.68	06/09/2011		M			8,437	05/09/2009⁽¹⁰⁾	05/09/2015	Common Stock	8,437	$61.3185	2,813	D
Non-Qualified Stock Option (right to buy)	$38.99	06/09/2011		M			22,969	11/13/2008⁽¹⁰⁾	11/13/2014	Common Stock	22,969	$61.3185	3,281	D
Non-Qualified Stock Option (right to buy)	$42.73	06/09/2011		M			12,187	05/10/2008⁽¹⁰⁾	05/10/2014	Common Stock	12,187	$61.3185	0	D
Non-Qualified Stock Option (right to buy)	$46.65	06/09/2011		M			11,423	08/17/2008⁽¹⁰⁾	08/17/2014	Common Stock	11,423	$61.3185	762	D

Explanation of Responses:

1. The Options were granted on November 24, 2008 and will vest as to one-fourth (1/4) one year from the grant date, and the remaining three-fourths (3/4) will vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares have vested on November 24, 2012.

2. The Options were granted on February 26, 2009 and will vest as to one-fourth (1/4) one year from the grant date, and the remaining three-fourths (3/4) will vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares have vested on February 26, 2013.

3. The Options were granted on May 14, 2009 and will vest as to one-fourth (1/4) on May 14, 2010 and the remaining three-fourths (3/4) vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares are vested on May 14, 2013.

4. The Options were granted on February 9, 2007 and will vest as to one-fourth (1/4) on February 9, 2008 and the remaining three-fourths (3/4) will vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares are vested on February 9. 2011.

5. The Options were granted on February 26. 2010 and will vest as to one-fourth (1/4) on February 26, 2011 and the remaining three-fourths (3/4) vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares are vested on February 26, 2014.

6. The Options vest as to one-fourth (1/4) on August 14, 2010 and the remaining three-fourths (3/4) vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares are vested on August 14, 2013.

7. The Options vest as to one-fourth (1/4) on November 12, 2010 and the remaining three-fourths (3/4) vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares are vested on November 12, 2013.

8. The Options were granted on May 13. 2010 and will vest as to one-fourth (1/4) on May 13, 2011 and the remaining three-fourths (3/4) vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares are vested on May 13, 2014.

9. The Options were granted on February 9, 2008 and will vest as to one-fourth (1/4) on February 9, 2009 and the remaining three-fourths (3/4) will vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares are vested on February 9. 2012.

10. The Options vest as to one-fourth (1/4) one year from the grant date, and the remaining three-fourths (3/4) will vest in twelve (12) equal quarterly installments until one hundred percent (100%) of the shares have vested at the end of four (4) years.

	Gary Rosen	06/10/2011
	** Signature of Reporting Person	Date
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