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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* NIERENBERG INVESTMENT MANAGEMENT CO (Last) (First) (Middle) 19605 NE 8TH STREET (Street) CAMAS WA 98607 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol BROOKS AUTOMATION INC [ BRKS ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Not subject to Section 16
	3. Date of Earliest Transaction (Month/Day/Year) 07/21/2008
	4. If Amendment, Date of Original Filed (Month/Day/Year) 07/21/2008	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	07/21/2008(1)		P(1)		0(1)	A	(1)	0(1)	I(1)	For The D3 Family Canadian Fund LP

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* NIERENBERG INVESTMENT MANAGEMENT CO (Last) (First) (Middle) 19605 NE 8TH STREET (Street) CAMAS WA 98607 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Not subject to Section 16

1. Name and Address of Reporting Person* D3 Family Canadian Fund, L.P. (Last) (First) (Middle) 19605 NE 8TH STREET (Street) CAMAS WA 98607 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Not subject to Section 16

1. Name and Address of Reporting Person* NIERENBERG DAVID (Last) (First) (Middle) 19605 NE 8TH STREET (Street) CAMAS WA 98607 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) Not subject to Section 16

Explanation of Responses:

1. This amended Form 4 is filed solely for the purpose of retracting in its entirety the Form 4 filed by the reporting persons on July 23, 2008 with respect to the above named issuer. The reporting persons were not, as of the time of the transactions erroneously reported on such Form 4, direct of indirect beneficial owners of more than 10% of any class of equity securities registered by the above named issuer under Section 12 of the Securities Exchange Act of 1934 or persons otherwise subject to Section 16 of such Act.

	David Nierenberg, President, Nierenberg Investment Management Co., Inc. (NIMCO)	07/25/2008
	David Nierenberg, President, (NIMCO), General Partner of the D3 Family Canadian Fund, LP	07/25/2008
	David Nierenberg	07/25/2008
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.