POWER OF ATTORNEY



Know all by these presents, that the undersigned hereby constitutes and

appoints each of Kenneth J. Galaznik, Patricia A. Gray and M. Colette Cooke

signing singly, the undersigned's true and lawful attorney-in-fact to:



1 execute for and on behalf of the undersigned, in the undersigned's capacity

 as an officer and/or director of American Science and Engineering, Inc., (the

"Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities

Exchange Act of 1934 and the rules promulgated thereunder;



2 do and perform any and all acts for and on behalf of the undersigned which

may be necessary or desirable to complete and execute any such Form 3, 4 or 5

and timely file such form with the United States Securities and Exchange

Commission and any stock exchange or similar authority; and



3 take any other action of any type whatsoever in connection with the

foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,

in the best interest of, or legally required by, the undersigned, it being

understood that the documents executed by such attorney-in-fact on behalf of

the undersigned pursuant to this Power of Attorney shall be in such form and

shall contain such terms and conditions as such attorney-in-fact may approve

such attorney-in-fact's discretion.



The undersigned hereby grants to each such attorney-in-fact full power and

authority to do and perform any and every act and thing whatsoever requisite,

necessary, or proper to be done in the exercise of any of the rights and

powers herein granted, as fully to all intents and purposes as the undersigned

might or could do if personally present, with full power of substitution or

revocation, substitutes, shall lawfully do or cause to be done by virtue of

this power of attorney and the rights and powers herein granted.  The

undersigned acknowledges that the foregoing attorneys-in-fact, in serving

in such capacity at the request of the undersigned, are not assuming, nor

is the Company assuming, any of the undersigned's responsibilities to comply

with Section 16 of the Securities Exchange Act of 1934.



This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file Forms 3, 4 and 5 with respect to the

undersigned's holdings of and transactions in securities issued by

the Company, unless earlier revoked by the undersigned in a signed writing

delivered to the foregoing attorneys-in-fact.



IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be

executed as of this 3rd day of February, 2010.



      /s/ Mark S. Thompson