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Teradyne Reports Third Quarter Results

BOSTON--Oct. 1, 20034, 2003--Teradyne, Inc. reported sales of $329 million for the third quarter of 2003, and a net loss on a Generally Accepted Accounting Principles (GAAP) basis of $53.5 million, or $0.28 per share. The pro forma net loss for the third quarter of 2003 was $26.8 million, or $0.14 per share before special charges. Net orders increased 10% from the previous quarter, to $336 million.

"On balance, we are encouraged by our results in the quarter," said George Chamillard, Teradyne Chairman and CEO. "Our orders improved, and our new products are gaining momentum. The third quarter marked our eighth successive period of increasing orders and our book-to-bill ratio was greater than 1.0 for the first time in three years. In addition, we made progress lowering costs during the quarter, enabling us to continue on the path to profitability.

"Therefore, in the fourth quarter, we are projecting sales to be between $335 to $340 million, and break-even results, on a pro forma, operating basis."

Conference Call/Webcast

Teradyne will be conducting its conference call tomorrow, October 15, 2003, at 10:00 a.m. E.D.T. The call will be webcast at www.teradyne.com (click on "Investors"). A replay will be available via phone starting at Noon E.D.T. and continuing through October 29, 2003. The replay may be accessed by calling 1-800-642-1687 in the US and Canada, or 706-645-9291 outside the US and Canada, and providing conference code 3087243, or by visiting www.teradyne.com and clicking on "Investors" for a link to the replay. In our earnings release, conference call and webcast, we may use or discuss pro forma, or non-GAAP , financial measures as defined by SEC Regulation G. The GAAP financial measure most directly comparable to each non-GAAP financial measure used or discussed (if available) and a reconciliation of the differences between each non-GAAP financial measure and the comparable GAAP financial measure can be found on the Teradyne website at www.teradyne.com, by clicking on "Investors" and then selecting the GAAP Reconciliation link.

Pro Forma Results

In addition to disclosing results that are determined in accordance with GAAP, Teradyne also discloses pro forma or non-GAAP results of operations that exclude certain charges. Teradyne reports pro forma results in order to better assess and reflect operating performance. These results are provided as a complement to results provided in accordance with GAAP. Management believes the pro forma measure helps indicate underlying trends in Teradyne's business, and management uses pro forma measures to plan and forecast future periods, and to establish operational goals.

Earnings guidance is provided only on a pro forma basis due to the difficulty in forecasting and quantifying the amounts that would be required to be included in the GAAP measure. Although Teradyne expects certain known charges, such as some amount of severance due to workforce reductions, other additional charges excluded from the pro forma measure are dependent on numerous presently unknown factors. For example, further goodwill or real estate impairment charges are dependent upon future market conditions and valuations that are not presently determinable.

Pro forma information is not determined using GAAP and should not be considered superior to or as a substitute for GAAP measures or data prepared in accordance with GAAP.

About Teradyne

Teradyne is the world's largest supplier of Automatic Test Equipment, and a leading supplier of interconnection systems. The company's products deliver competitive advantage to the world's leading semiconductor, electronics, automotive and network systems companies. In 2002, Teradyne had sales of $1.22 billion, and currently employs about 6300 people worldwide. For more information, visit www.teradyne.com. Teradyne is a trademark of Teradyne, Inc. in the US and other countries.

Safe Harbor Statement

TERADYNE, INC. REPORT FOR THIRD FISCAL QUARTER OF 2003

CONDENSED  CONSOLIDATED  OPERATING  STATEMENTS (GAAP)  
(In thousands, except per share amounts)

                               Quarter Ended:      Nine Months Ended:
                             09/28/03  09/29/02   09/28/03   09/29/02

Net Revenues                 $329,172  $330,732   $995,277   $888,638

  Cost of Revenues            230,622   256,231    724,013    712,153
  Engineering and Development  61,248    78,002    193,637    219,626
  Selling and Administrative   60,062    74,318    188,976    224,757
  Restructuring and Other
   Charges                     23,330    60,397     56,194     66,482
  Goodwill Impairment               -    78,486          -     78,486
  Other and Interest            5,224      (174)     9,858      3,457

              Net Expenses    380,486   547,260  1,172,678  1,304,961

Loss Before Income Taxes      (51,314) (216,528)  (177,401)  (416,323)
  Income Tax Expense (Benefit)  2,200   (49,695)     5,100   (121,621)

Net Loss                     $(53,514)$(166,833) $(182,501) $(294,702)

Net Loss per Common Share -
 Basic and Diluted             $(0.28)   $(0.91)    $(0.98)    $(1.61)

Shares used in calculation of
 Net Loss
per Common Share - 
 Basic and Diluted            189,479   183,063    186,611    182,776

Gross Orders                 $337,025  $247,210   $953,549   $757,489

Net Orders                   $336,304  $231,493   $929,926   $670,149


RECONCILIATION OF GAAP TO PRO FORMA FINANCIAL
 INFORMATION

The following is a reconciliation of
 GAAP Net Loss to Pro Forma Net Loss:

                               Quarter Ended:      Nine Months Ended:
                             09/28/03  09/29/02   09/28/03   09/29/02

  GAAP Loss Before Income
   Taxes                     $(51,314)$(216,528) $(177,401) $(416,323)

  Pro Forma Adjustments:
  Asset Impairments (1)       $11,373    $3,780    $36,280     $4,604
  Workforce Reductions (2)     10,162    12,222     19,725     17,483
  Mortgage Prepayment and
   Other (3)                    5,015    (1,741)     5,015     (1,741)
  Accelerated Depreciation (4)  1,456         -     10,208          -
  Inventory Provision
   Recovery (5)                (1,318)        -     (1,318)         -
  Goodwill Impairment (6)           -    78,486          -     78,486
  Facility Closures (7)             -    44,395      2,422     44,395
  Product Line
   Discontinuance (8)               -     1,426          -      1,426

  Pro Forma Loss Before 
   Income Taxes               (24,626)  (77,960)  (105,069)  (271,670)
  Pro Forma Income Tax
   Expense (Benefit) (9)        2,200   (28,066)     5,100    (97,801)

  Pro Forma Net Loss         $(26,826) $(49,894) $(110,169) $(173,869)

  Pro Forma EPS                $(0.14)   $(0.27)    $(0.59)    $(0.95)


3rd Quarter Activity

(1) The asset impairment charge of $11.4 million, which is included in
    the Restructuring and Other Charges line on the GAAP Operating
    Statement, for the third quarter of 2003 consists of the
    following:
        - $11.2 million charge primarily for the sale and leaseback of
        manufacturing assets at the Connection Systems Division; and
        - $0.2 million for the impairment of manufacturing equipment
        at the Circuit Board Test and Inspection Division.

    The asset impairment charge of $3.8 million, which is included in
    the Restructuring and Other Charges line on the GAAP Operating
    Statement, for the third quarter of 2002 consists of the
    following:
        - $2.7 million for a Connection Systems Division held for sale
        facility at Nashua, NH; and
        - $1.1 million for a Corporate held for sale facility at
        Stoughton, MA.

(2) The workforce reduction charge in the third quarter of 2003 of
    $10.2 million was for approximately 340 people across all
    functional groups and divisions. The workforce reduction charge in
    the third quarter of 2002 of $12.2 million was for approximately
    500 people across all functional groups and divisions. These
    charges for workforce reduction are included in the Restructuring
    and Other Charges line on the GAAP Operating Statement.

(3) The mortgage prepayment and other charge of $5.0 million for the
    third quarter of 2003 consists of the following:
        - $3.2 million of penalties related to the prepayment of our
        mortgage at Corporate, which is included on the Other and
        Interest line on the GAAP Operating Statement; and
        - $1.8 million primarily for contractual penalties associated
        with resizing our business at our Connection Systems Division,
        which is included on the Restructuring and Other Charges line
        on the GAAP Operating Statement.

    The other gain of $1.7 million for the third quarter of 2002
    consists of a $7.1 million gain from the repayment of a loan to a
    divested entity previously valued at zero, offset to a lesser
    extent by an other-than-temporary impairment of a common stock
    investment of $3.1 million and a writedown of a mortgage loan to
    an engineering services provider of $2.3 million. The gain is
    included on the Other and Interest line on the GAAP Operating
    Statement.

(4) The $1.5 million charge for accelerated depreciation in the third
    quarter of 2003 relates to the incremental additional depreciation
    over the normal depreciation expense for long-lived assets as a
    result of the decision to consolidate data storage at Corporate
    and therefore shorten the service period. In the GAAP Operating
    Statement, the $1.5 million charge is classified as Selling and
    Administrative.

(5) The $1.3 million inventory provision recovery in the third quarter
    of 2003 relates to inventory sold which had been reserved for in
    the fourth quarter of 2002 at Semiconductor Test Division. The
    provision recovery is included in the Cost of Revenues line on the
    GAAP Operating Statement.

(6) The $78.5 million charge in the third quarter of 2002 for goodwill
    impairment at the Circuit Board Test and Inspection Division is
    related to the writedown of goodwill from the GenRad acquisition.
    The charge is included on the Goodwill Impairment line on the GAAP
    Operating Statement.

(7) The facility closure charge of $44.4 million for the third quarter
    of 2002 consists of the following:
        - $27.3 million for the writedown of machinery and equipment,
        building and construction-in-progress, and the accrual of
        certain commitments related to the shutdown of a Connections
        Systems Division printed circuit board facility in San Diego,
        CA;
        - $9.7 million for the writedown of Semiconductor Test
        Division manufacturing facilities held for sale on the west
        coast; and
        - $6.2 million, $0.7 million, and $0.5 million at the Circuit
        Board Test and Inspection Division, Semiconductor Test
        Division, and Connection Systems Division, respectively, for
        future lease commitments net of sublease income on vacated
        space.

    The charges are included in the Restructuring and Other Charges
    line on the GAAP Operating Statement.

(8) The $1.4 million charge in the third quarter of 2002 for product
    line discontinuance relates to a $1.0 million provision for excess
    inventory of a discontinued product line at the Circuit Board Test
    and Inspection Division and $0.4 million for excess inventory
    related to the shutdown of a printed circuit board facility at the
    Connection Systems Division in San Diego, CA. This charge is
    included on the Cost of Revenue line on the GAAP Operating
    Statement.

(9) In the fourth quarter of 2002, Teradyne recorded a tax provision
    to establish a full valuation allowance against its net deferred
    tax assets. The third quarter of 2003 tax expense relates
    primarily to a tax provision for foreign taxes and as a result of
    the full valuation allowance there is no difference between the
    GAAP and pro forma tax expense. In the third quarter of 2002,
    prior to establishing a full valuation allowance, Teradyne was
    recording tax benefits for losses. The third quarter of 2002 pro
    forma tax benefit reflects a 36% effective tax rate.

Nine Month Activity

(1) The asset impairment charge of $36.3 million, of which $32.3
    million is included in the Restructuring and Other Charges line,
    $2.6 million is included in the Other and Interest line, and $1.4
    million is included in the Cost of Revenues line on the GAAP
    Operating Statement, for the first nine months of 2003 consists of
    the following:
        - $12.1 million for the impairment of long-lived and other
        assets at the Circuit Board Test and Inspection Division,
        Connection Systems Division, Diagnostic Solutions Division,
        and Semiconductor Test Division resulting from abandonments
        and product line divestitures;
        - $11.2 million charge primarily for the sale and leaseback of
        manufacturing assets at the Connection Systems Division;
        - $10.4 million charge for a reduction in the fair value of
        properties held for sale, of which $8.0 million represents
        revised estimates of fair value for certain properties
        currently held for sale at the Semiconductor Test Division and
        the Connection Systems Division and $2.4 million relates to
        the decision to sell a Connection Systems Division facility in
        Laverne, CA; and
        - $2.6 million charge for the writedown of a common stock
        investment at Corporate.

    The asset impairment charge of $4.6 million, which is included in
    the Restructuring and Other Charges line on the GAAP Operating
    Statement, in the first nine months of 2002 consists of the
    following:
        - $2.7 million for a Connection Systems Division held for sale
        facility at Nashua, NH;
        - $1.1 million for a Corporate held for sale facility at
        Stoughton, MA; and
        - $0.8 million for excess manufacturing equipment held for
        sale at the Semiconductor Test Division.

(2) The workforce reduction charge in the first nine months of 2003 of
    $19.7 million was for approximately 800 people across all
    functional groups and divisions. The workforce reduction charge in
    the first nine months of 2002 of $17.5 million was for
    approximately 742 people across all functional groups and
    divisions. These charges for workforce reductions are included in
    the Restructuring and Other Charges line on the GAAP Operating
    Statement.

(3) The mortgage prepayment and other charge of $5.0 million in the
    first nine months of 2003 consists of the following:
        - $3.2 million of penalties related to the prepayment of our
        mortgage at Corporate, which is included on the Other and
        Interest line on the GAAP Operating Statement; and
        - $1.8 million primarily for contractual penalties associated
        with resizing our business at our Connection Systems Division,
        which is included on the Restructuring and Other Charges line
        on the GAAP Operating Statement.

    The other gain of $1.7 million for the first nine months of 2002
    consists of a $7.1 million gain from the repayment of a loan to a
    divested entity previously valued at zero, offset to a lesser
    extent by an other-than-temporary impairment of a common stock
    investment of $3.1 million and a writedown of a mortgage loan to
    an engineering services provider of $2.3 million. The gain is
    included on the Other and Interest line on the GAAP Operating
    Statement.

(4) The $10.2 million charge for Accelerated Depreciation in the first
    nine months of 2003 relates to the incremental additional
    depreciation over the normal depreciation expense for long-lived
    assets as a result of the decision to consolidate locations and
    data storage and therefore shorten the service period. The charge
    consists of the following:
        - $5.7 million at the Circuit Board Test and Inspection
        Division related to the Westford, MA facility move to North
        Reading, MA facility;
        - $1.8 million at the Connection Systems Division related to
        the Hudson, NH and Cavan, Ireland facilities;
        - $1.4 million at Corporate related to data storage
        consolidation;
        - $0.7 million at the Semiconductor Test Division related to
        the Bedford, MA facility; and
        - $0.6 million at Corporate related to a Boston facility. 

     In the GAAP Operating Statement, the $10.2 million charge is
     classified as:
        - $4.8 million in Cost of Revenues;
        - $3.9 million in Selling and Administrative; and
        - $1.5 million in Engineering and Development.

(5) The $1.3 million inventory provision recovery in the first nine
    months of 2003 relates to inventory sold which had been reserved
    for in the fourth quarter of 2002 at the Semiconductor Test
    Division. The provision recovery is included in the Cost of
    Revenues line on the GAAP Operating Statement.

(6) The $78.5 million charge in the first nine months of 2002 for
    goodwill impairment at the Circuit Board Test and Inspection
    Division is related to the writedown of goodwill from the GenRad
    acquisition. The charge is included on the Goodwill Impairment
    line on the GAAP Operating Statement.

(7) The facility closure charge of $2.4 million in the first nine
    months of 2003 consists primarily of revised estimates of losses
    due to changes in the assumed amount and timing of sublease income
    on facilities that have been exited prior to the end of the lease
    term for the Semiconductor Test Division, Circuit Board Test and
    Inspection Division, and Connection Systems Division. The charge
    is included in the Restructuring and Other Charges line on the
    GAAP Operating Statement. The facility closure charge of $44.4
    million in the first nine months of 2002 consists of the
    following:
        - $27.3 million for the writedown of machinery and equipment,
        building and construction-in-progress, and the accrual of
        certain commitments related to the shutdown of a Connection
        Systems Division printed circuit board facility in San Diego,
        CA;
        - $9.7 million for the writedown of Semiconductor Test
        Division manufacturing facilities held for sale on the west
        coast; and
        - $6.2 million, $0.7 million, and $0.5 million at the Circuit
        Board Test and Inspection Division, Semiconductor Test
        Division, and Connection Systems Division, respectively, for
        future lease commitments net of sublease income on vacated
        space.

    The first nine months of 2002 charges are included in the
    Restructuring and Other Charges line on the GAAP Operating
    Statement.

(8) The $1.4 million charge in the first nine months of 2002 for
    product line discontinuance relates to a $1.0 million provision
    for excess inventory of a discontinued product line at the Circuit
    Board Test and Inspection Division and $0.4 million for excess
    inventory related to the shutdown of a printed circuit board
    facility at the Connection Systems Division in San Diego, CA. This
    charge is included on the Cost of Revenue line on the GAAP
    Operating Statement.

(9) In the fourth quarter of 2002, Teradyne recorded a tax provision
    to establish a full valuation allowance against its net deferred
    tax assets. The first nine months of 2003 tax expense relates
    primarily to a tax provision for foreign taxes and as a result of
    the full valuation allowance there is no difference between the
    GAAP and pro forma tax expense. In the first nine months of 2002,
    prior to establishing a full valuation allowance, Teradyne was
    recording tax benefits for losses. The first nine months of 2002
    pro forma tax benefit reflects a 36% effective tax rate.


CONDENSED  CONSOLIDATED  BALANCE  SHEETS (GAAP)
 (In thousands)
                                                  09/28/03   12/31/02
Assets
Cash, Cash Equivalents and
 Marketable Securities                            $239,206   $325,354
Accounts Receivable                                225,366    174,838
Inventories                                        220,808    279,550
Other Current Assets                                30,822     29,531

Total Current Assets                               716,202    809,273
Net Property, Plant and
 Equipment                                         587,625    685,266
Long-term Marketable
 Securities                                        302,880    215,703
Goodwill                                           118,203    118,203
Intangible and Other Assets                         73,642     76,620

Total Assets                                    $1,798,552 $1,905,065

Liabilities
Notes Payable - Banks                               $6,986     $6,704
Current Portion of Long-term Debt                      298      1,365
Accounts Payable                                    86,338     63,328
Accrued Employees' Compensation
 and Withholdings                                   91,317     96,848
Deferred Revenue and Customer Advances              25,488     27,615
Other Accrued Liabilities                           84,027     73,918
Income Taxes Payable                                 6,628      9,587

Total Current Liabilities                          301,082    279,365

Pension Liability                                  107,530    106,390
Long-term Other Liabilities                         46,993     40,276
Convertible Senior Notes                           400,000    400,000
Other Long-term Debt                                 7,655     50,561

Total Liabilities                                  863,260    876,592

Shareholders' Equity
Common Stock                                        27,247     26,231
Additional Paid-In Capital                       1,282,592  1,195,246
Accumulated Other Comprehensive Loss               (65,465)   (66,423)
Retained Earnings                                  247,975    430,476
Treasury Stock                                    (557,057)  (557,057)

Total Shareholders' Equity                         935,292  1,028,473

Total Liabilities and Shareholders' Equity      $1,798,552 $1,905,065