<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-Q

                          _____________________________

(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934

    For the quarterly period ended October 2, 1994

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934

    For the transition period from __________ to ____________ 

                           Commission File No. 1-6462


                                 TERADYNE, INC. 
             (Exact name of registrant as specified in its charter)

       Massachusetts                                                04-2272148 
(State or Other Jurisdiction of                                (I.R.S.Employer 
Incorporation or Organization)                             Identification No.)

                321 Harrison Avenue, Boston, Massachusetts  02118
               (Address of principal executive offices) (Zip Code)

                                  617-482-2700
              (Registrant's telephone number, including area code)



     Indicate by check mark whether the registrant:  (1) has filed all 
reports required to be filed by Section 13 or 15(d) of the Securities 
Exchange Act of 1934 during the preceding 12 months (or for such shorter 
period that the registrant was required to file such reports), and (2) has 
been subject to the filing requirements for the past 90 days.  Yes X No _

     The number of shares outstanding of the registrant's only class of Common 
Stock as of October 28, 1994 was  36,048,127 shares.


<PAGE>

                                 TERADYNE, INC.

                                     INDEX




												                                                    
                                                                      Page No.
                                                                      --------

Part I.  Financial Information:

     Condensed Consolidated Balance Sheets - 
        October 2, 1994 and December 31, 1993  .............................3

     Condensed Consolidated Statements of Income - 
        Quarters and Nine Months Ended October 2, 1994 and October 3, 1993 .4

     Condensed Consolidated Statements of Cash Flows -  
        Nine Months Ended October 2, 1994 and October 3, 1993  .............5

     Notes to Condensed Consolidated Financial Statements  .................6

     Management's Discussion and Analysis of 
        Financial Condition and Results of Operations  ....................7-8


Part II.  Other Information:

     Item 6(b).  Reports on Form 8-K .......................................9


                                        2


<PAGE>

<TABLE>
                                                      TERADYNE, INC.

                                          CONDENSED CONSOLIDATED BALANCE SHEETS
                                                 (Dollars in thousands)

<CAPTION>                                                            October 2, 1994    December 31, 1993
                                                                     ---------------    -----------------
                                                                     (Unaudited)
<S>                                                                    <C>              <C>
                              ASSETS
Current assets:
   Cash and cash equivalents  ..................................       $ 144,542        $ 143,578
   Marketable securities  ......................................          19,475
   Accounts receivable - trade  ................................         128,250          101,669       
   Inventories:
       Parts  ..................................................          48,552           43,452
       Assemblies in process  ..................................          41,385           34,258  
                                                                       ---------        ---------
                                                                          89,937           77,710
   Refundable income taxes  ....................................                            2,049  
   Deferred tax assets  ........................................          10,973           10,973
   Prepayments and other current assets  .......................           9,945            4,596
                                                                       ---------        ---------
          Total current assets  ................................         403,122          340,575

Property, at cost  .............................................         390,118          380,182
   Less accumulated depreciation  ..............................        (207,466)        (194,103) 
                                                                       ---------        ---------
          Net property  ........................................         182,652          186,079
Other assets  ..................................................          23,248           17,789  
                                                                       ---------        ---------
          Total assets  ........................................       $ 609,022        $ 544,443 
                                                                       =========        =========

                          LIABILITIES
Current liabilities:
   Notes payable - banks  ......................................       $   8,515        $   7,574 

   Current portion of long-term debt  ..........................                              521  
   Accounts payable - trade  ...................................          17,022           10,972 
   Accrued employees' compensation and withholdings  ...........          32,920           34,856  
   Unearned service revenue and customer advances  .............          37,256           22,665  
   Other accrued liabilities  ..................................          26,524           28,942  
   Income taxes payable  .......................................           7,282            1,024 
                                                                       ---------        ---------                 
          Total current liabilities  ...........................         129,519          106,554 
Deferred tax liabilities  ......................................           8,643            8,643   
Long-term debt  ................................................           9,099            9,138 
                                                                       ---------        ---------
          Total liabilities ....................................         147,261          124,335
                                                                       ---------        --------- 

                     SHAREHOLDERS' EQUITY

Common stock $.125 par value, authorized 75,000,000 shares,
  issued and outstanding after deduction of reacquired shares
  35,980,807 shares (35,687,256 in 1993)  ......................           4,498            4,461                    
Additional paid-in capital  ....................................         240,984          247,843
Retained earnings  .............................................         216,279          167,804 
                                                                       ---------        ---------  
          Total shareholders' equity  ..........................         461,761          420,108
                                                                       ---------        ---------
          Total liabilities and shareholders' equity  ..........       $ 609,022        $ 544,443
                                                                       =========        ========= 
<FN>
The accompanying notes, together with the Notes to Consolidated Financial Statements included in the 
Company's Form 10-K for the year ended December 31, 1993 are an integral part of the condensed 
consolidated financial statements.

</TABLE>

                                                     3


<PAGE>

<TABLE>
                                                                
                                                      TERADYNE, INC.

                                       CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                                                       (UNAUDITED)

<CAPTION>

                                                       For the Quarters Ended               For the Nine Months Ended 	 
                                                       ----------------------                ------------------------         
                                                  Oct. 2, 1994   Oct. 3, 1993    Oct. 2, 1994  Oct. 3, 1993 
                                                  ------------   ------------    ------------  ------------        
                                                        (Dollars in thousands except per share amounts)    
<S>                                                  <C>            <C>             <C>           <C>                  
Net sales  ...................................       $178,840       $140,279        $487,349      $407,394  

Expenses:
   Cost of sales  ............................         99,964         78,213         272,968       232,355  
   Engineering and development  ..............         17,934         15,684          51,096        45,873  	
   Selling and administrative  ...............         32,148         32,073          95,783        95,771
                                                     --------       --------        --------      --------
                                                      150,046        125,970         419,847       373,999
                                                     --------       --------        --------      --------

Income from operations  ......................         28,794         14,309          67,502        33,395 

Other income (expense): 	
   Interest income  ..........................          1,708          1,064           4,033         2,621    
   Interest expense  .........................           (413)          (937)         (1,282)       (2,947)
                                                     --------       --------        --------      --------

Income before income taxes  ..................         30,089         14,436          70,253        33,069

Provision for income taxes  ..................          9,729          4,331          21,778         9,921    
                                                     --------       --------        --------      --------
Net income  ..................................       $ 20,360       $ 10,105        $ 48,475      $ 23,148  
                                                     ========       ========        ========      ========

Net income per common share  .................          $0.55          $0.28           $1.31         $0.65 
                                                        =====          =====           =====         ===== 
Shares used in calculations of 
   net income per common share  ..............     37,009,000     35,480,000      36,988,000    35,480,000
                                                   ==========     ==========      ==========    ========== 



<FN>
The accompanying notes, together with the Notes to Consolidated Financial Statements included in the 
Company's Form 10-K for the year ended December 31, 1993 are an integral part of the condensed consolidated 
financial statements.
</TABLE>

                                                      4  

<PAGE>

<TABLE>
                                                 TERADYNE, INC.

                                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  (UNAUDITED)
<CAPTION>
                                                              For the Nine Months Ended
                                                              ------------------------
                                                             October 2, 1994  October 3, 1993 
                                                             ---------------  --------------- 
                                                               (Dollars in thousands)
<S>                                                            <C>           <C>     
Cash flows from operating activities:
   Net income  ............................................    $  48,475     $  23,148
   Adjustments to reconcile net income to
       net cash provided by operating activities:
     Depreciation  ........................................       23,584        22,938
     Amortization  ........................................        2,628         2,926
     Deferred income taxes  ...............................                      6,613
     Other non-cash items, net  ...........................        1,615         2,090
     Changes in operating assets and liabilities:
        Accounts receivable  ..............................      (26,581)       11,682 
        Inventories  ......................................      (12,227)      (10,548)
        Refundable income taxes  ..........................        2,049         1,142
        Other assets  .....................................      (13,036)       (1,424) 
        Accounts payable and accruals  ....................       16,427        16,670
        Income taxes payable  .............................        6,258           807 
                                                               ---------     ---------
          Net cash provided by operating activities  ......       49,192        76,044 
                                                               ---------     ---------     
Cash flows from investing activities:
   Additions to property  .................................      (16,158)      (15,798) 
   Increase in equipment manufactured by the Company  .....       (4,189)      (11,814)
   Purchase of marketable securities  .....................      (19,475)
                                                               ---------     ---------   
          Net cash used in investing activities  ..........      (39,822)      (27,612)
                                                               ---------     ---------   

Cash flows from financing activities:
   Payments of long-term debt  ............................       (1,584)         (570)    
   Issuance of common stock under employee stock
       option and stock purchase plans  ...................       13,230        21,992
   Tax benefit from stock options  ........................        4,545             
   Acquisition of treasury stock  .........................      (24,597)       (2,277)
                                                               ---------     ---------
          Net cash flows provided by (used in)
            financing activities  .........................       (8,406)       19,145
                                                               ---------     ---------

Increase in cash and cash equivalents  ....................          964        67,577
Cash and cash equivalents at beginning of period  .........      143,578        67,383   
                                                               ---------     ---------
Cash and cash equivalents at end of period  ...............    $ 144,542     $ 134,960 
                                                               =========     =========  

Supplementary disclosure of cash flow information:
   Cash paid during the period for:
      Interest  ...........................................    $   1,266     $   3,981
      Income taxes  .......................................        8,926         1,359   



<FN>
The accompanying notes, together with the Notes to Consolidated Financial Statements 
included in the Company's Form 10-K for the year ended December 31, 1993 are an 
integral part of the condensed consolidated financial statements.

</TABLE>

                                      5 


<PAGE>

                                 TERADYNE, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                  (UNAUDITED)



A. Financial Information
   ---------------------

   The accompanying condensed consolidated financial statements are 
   unaudited.  However, in the opinion of management, all adjustments 
   (consisting only of normal recurring accrual entries) necessary for a 
   fair presentation of such information have been made.  Certain amounts 
   contained in the accompanying condensed consolidated financial statements 
   for 1993 have been reclassified to conform with the 1994 presentation.      

                                          
                                        6


<PAGE>

 
         Management's Discussion and Analysis of Financial Condition
                           and Results of Operations


Results of Operations:


<TABLE>

SELECTED RELATIONSHIPS WITHIN THE CONDENSED CONSOLIDATED STATEMENTS OF INCOME

<CAPTION>									   

                                                   For the Quarters Ended     For the Nine Months Ended 	 
                                                   ----------------------     ------------------------   
                                                Oct. 2, 1994  Oct. 3, 1993   Oct. 2, 1994  Oct. 3, 1993                             
                                                ------------  ------------   ------------  ------------   
                                                               (Dollars in thousands) 
<S>                                               <C>           <C>            <C>           <C> 
Net sales  ....................................   $ 178,840     $ 140,279      $ 487,349     $ 407,394    
                                                  =========     =========      =========     =========

Net income  ...................................   $  20,360     $  10,105      $  48,475     $  23,148   
                                                  =========     =========      =========     =========

Percentage of net sales:      
   Net sales  .................................        100%          100%           100%          100%
   Expenses:         
     Cost of sales  ...........................         56            56             56            57          
     Engineering and development  .............         10            11             10            11
     Selling and administrative  ..............         18            23             20            24
     Interest, net  ...........................         (1)            0              0             0
                                                       ---           ---            ---           ---
                                                        83            90             86            92 

   Income before income taxes  ................         17            10             14             8
   Provision for income taxes  ................          5             3              4             2
                                                       ---           ---            ---           ---
   Net income  ................................         12%            7%            10%            6%
                                                       ===           ===            ===           ===
Provision for income taxes as a percentage 
   of income before income taxes  .............         32%           30%            31%           30%
                                                       ===           ===            ===           === 

</TABLE>


Sales increased 27% to $178.8 million in the third quarter of 1994 compared to
the third quarter of 1993.  In the first nine months of 1994, sales increased
20% to $487.3 million compared to the first nine months of 1993. The growth in
sales in the third quarter occurred primarily in semiconductor test systems
and backplane connection systems and to a lesser extent in assembly test
systems and telecommunications systems.  In the nine month periods, the sales 
growth occurred in each of the groups except telecommunications systems, 
where sales declined slightly.  Sales of semiconductor test systems increased 
as semiconductor manufacturers added capacity in response to rising demand for 
their products.  Sales of backplane connection systems increased in response 
to the increasing demand for the high technology products of the Company's 
customer base.  As a result of the increase in sales, income before
taxes increased $15.7 million in the third quarter and $37.2 mill
nine months ending October 2, 1994 compared to the same periods in 1993. 

Incoming orders were $180 million in the third quarter of 1994 compared to $198 
million in the third quarter of 1993. In the third quarter of 1993, incoming
orders included a contract in the amount of $63 million to supply telephone-line
test equipment to Deutsche Bundepost Telekom in Germany.  Backlog at the end 
of the third quarter of 1994 was $324 million.



                                      7


<PAGE>


Cost of sales was 56% of sales in both of the third quarters of 1994 and 1993.
In the first nine months of 1994, cost of sales decreased to 56% of sales from
57% in the same period in 1993.  While the fixed and semi-variable components 
of cost of sales have not increased at the same rate as the increase in sales,
changes in product mix have had an offsetting impact on the cost of
sales percentage. 

Engineering and development expenses were 10% of sales in the third quarter
and the first nine months of 1994, compared to 11% in the third quarter and
first nine months of 1993.  The dollar amount of these expenses has increased
at a lesser rate as sales have increased.  The dollar amount increase was due
primarily to support new product development efforts in semiconductor test 
systems.

Selling and administrative expenses decreased from 23% of sales to 18% of 
sales in the third quarter of 1994 compared to the third quarter of 1993 
and from 24% of sales to 20% in the first nine months of 1994 compared to the
first nine months of 1993.  The dollar amount of these expenses has remained
constant while the Company's sales have increased.

In the first nine months of 1994, the Company had net interest income of $2.8
million compared to net interest expense of $.3 million in the first nine 
months of 1993.  This change was due to higher levels of invested cash and
higher interest rates in the first nine months of 1994 compared to the first
nine months of 1993, and lower interest expense as a result of the retirement 
of the Company's convertible debentures in the fourth quarter of 1993 and 
industrial revenue bonds in the second quarter of 1994.

During the third quarter of 1994, the Company's effective tax rate increased to 
31% of pre-tax income on a year to date basis, creating a 32% effective tax rate
in the third quarter.  The 1993 effective tax rate was 30%.

Changes in Financial Condition During the First Nine Months of 1994
- - -------------------------------------------------------------------

During the first nine months of 1994, cash and marketable securities
increased $20.4 million to a balance of $164.0 million.  Cash flow provided
by operations was $49.2 million.  The Company used cash of $24.6 million to
purchase stock from its shareholders on the open market and generated cash
of $17.8 million under the Company's employee stock option and stock
purchase plans, resulting in a net cash outflow of $6.8 million for stock
related activities.  An additional $20.3 million was used to fund property
and equipment additions during the nine month period.


                                        8

<PAGE>


I
tem 6(b).  Reports on Form 8-K
- - -------------------------------

     There have been no Form 8-K filings during the quarter ended October 2, 
     1994 as none were required. 






                                        SIGNATURES

                                        Pursuant to the requirements of the 
                                        Securities Exchange Act of 1934, the 
                                        registrant has duly caused this 
                                        report to be signed on its behalf by 
                                        the undersigned thereunto duly 
                                        authorized.

                                                     TERADYNE, INC.           
                                        -------------------------------------
                                                       Registrant




                                                    OWEN W. ROBBINS     
                                        -------------------------------------
                                                    Owen W. Robbins
                                                Executive Vice President 



November 11, 1994

                                        9               


<PAGE>





<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-END>                               OCT-02-1994
<CASH>                                         144,542
<SECURITIES>                                    19,475
<RECEIVABLES>                                  129,977
<ALLOWANCES>                                     1,727
<INVENTORY>                                     89,937
<CURRENT-ASSETS>                               403,122
<PP&E>                                         390,118
<DEPRECIATION>                                 207,466
<TOTAL-ASSETS>                                 609,022
<CURRENT-LIABILITIES>                          129,519
<BONDS>                                          9,099
<COMMON>                                         4,498
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<OTHER-SE>                                     457,263
<TOTAL-LIABILITY-AND-EQUITY>                   609,022
<SALES>                                        487,349
<TOTAL-REVENUES>                               487,349
<CGS>                                          272,968
<TOTAL-COSTS>                                  272,968
<OTHER-EXPENSES>                               146,879
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               1,282
<INCOME-PRETAX>                                 70,253
<INCOME-TAX>                                    21,778
<INCOME-CONTINUING>                             48,475
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    48,475
<EPS-PRIMARY>                                     1.31
<EPS-DILUTED>                                     1.31
        

</TABLE>