<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 July 3, 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 July 29, 1994 was  35,754,426 shares.


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                                 TERADYNE, INC.

                                     INDEX




												                                                    
                                                                    Page No.
                                                                    --------

Part I.  Financial Information:

     Condensed Consolidated Balance Sheets - 
        July 3, 1994 and December 31, 1993  ............................. 1

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

     Condensed Consolidated Statements of Cash Flows -  
        Six Months Ended July 3, 1994 and July 4, 1993  ................. 3

     Notes to Condensed Consolidated Financial Statements  .............. 4

     Management's Discussion and Analysis of 
        Financial Condition and Results of Operations  ................. 5-6


Part II.  Other Information:

     Item 6(b).  Reports on Form 8-K .................................... 7


<PAGE>

<TABLE>
                                                      TERADYNE, INC.

                                          CONDENSED CONSOLIDATED BALANCE SHEETS
                                                 (Dollars in thousands)

<CAPTION>                                                            July 3, 1994    December 31, 1993
                                                                     ------------    -----------------
                                                                     (Unaudited)
<S>                                                                    <C>              <C>
                              ASSETS
Current assets:
   Cash and cash equivalents  ..................................       $ 150,351        $ 143,578     
   Accounts receivable - trade  ................................         104,448          101,669       
   Inventories:
       Parts  ..................................................          47,007           43,452
       Assemblies in process  ..................................          38,260           34,258  
                                                                       ---------        ---------
                                                                          85,267           77,710
   Refundable income taxes  ....................................             249            2,049  
   Deferred tax assets  ........................................          10,973           10,973
   Prepayments and other current assets  .......................           9,452            4,596
                                                                       ---------        ---------
          Total current assets  ................................         360,740          340,575

Property, at cost  .............................................         385,497          380,182
   Less accumulated depreciation  ..............................        (204,115)        (194,103) 
                                                                       ---------        ---------
          Net property  ........................................         181,382          186,079
Other assets  ..................................................          21,015           17,789  
                                                                       ---------        ---------
          Total assets  ........................................       $ 563,137        $ 544,443 
                                                                       =========        =========

                          LIABILITIES
Current liabilities:
   Notes payable - banks  ......................................       $   8,520        $   7,574 

   Current portion of long-term debt  ..........................                              521  
   Accounts payable - trade  ...................................          14,366           10,972 
   Accrued employees' compensation and withholdings  ...........          29,446           34,856  
   Unearned service revenue and customer advances  .............          24,244           22,665  
   Other accrued liabilities  ..................................          25,821           28,942  
   Income taxes payable  .......................................           6,178            1,024 
                                                                       ---------        ---------                 
          Total current liabilities  ...........................         108,575          106,554 
Deferred tax liabilities  ......................................           8,643            8,643   
Long-term debt  ................................................           9,100            9,138 
                                                                       ---------        ---------
          Total liabilities ....................................         126,318          124,335
                                                                       ---------        --------- 

                     SHAREHOLDERS' EQUITY

Common stock $.125 par value, authorized 75,000,000 shares,
  issued and outstanding after deduction of reacquired shares
  35,723,984 shares (35,687,256 in 1993)  ......................           4,465            4,461                    
Additional paid-in capital  ....................................         236,435          247,843
Retained earnings  .............................................         195,919          167,804 
                                                                       ---------        ---------  
          Total shareholders' equity  ..........................         436,819          420,108
                                                                       ---------        ---------
          Total liabilities and shareholders' equity  ..........       $ 563,137        $ 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>

                                                     1

<PAGE>

<TABLE>
                                                                
                                                      TERADYNE, INC.

                                       CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                                                       (UNAUDITED)

<CAPTION>

                                                    For the Quarters Ended         For the Six Months Ended 	 
                                                    ----------------------         ------------------------         
                                                  July 3, 1994   July 4, 1993    July 3, 1994   July 4, 1993 
                                                  ------------   ------------    ------------   ------------        
                                                        (Dollars in thousands except per share amounts)    
<S>                                                <C>            <C>             <C>            <C>                  
Net sales  ...................................       $156,497       $139,336        $308,509       $267,115  

Expenses: 	  
   Cost of sales  ............................         87,342         80,666         173,004        154,142  
   Engineering and development  ..............         17,305         15,035          33,162         30,189   	
   Selling and administrative  ...............         31,764         32,557          63,635         63,698
                                                     --------       --------        --------       --------
                                                      136,411        128,258         269,801        248,029
                                                     --------       --------        --------       --------

Income from operations  ......................         20,086         11,078          38,708         19,086 

Other income (expense): 	
   Interest income  ..........................          1,237            843           2,325          1,557 
   Interest expense  .........................           (399)          (982)           (869)        (2,010) 
                                                     --------       --------        --------       --------

Income before income taxes  ..................         20,924         10,939          40,164         18,633

Provision for income taxes  ..................          6,277          3,282          12,049          5,590    
                                                     --------       --------        --------       --------
Net income  ..................................       $ 14,647       $  7,657        $ 28,115       $ 13,043  
                                                     ========       ========        ========       ========

Net income per common share  .................          $0.40          $0.21           $0.76          $0.37 
                                                        =====          =====           =====          ===== 
Shares used in calculations of 
   net income per common share  ..............     36,729,000     34,985,000      36,978,000     34,985,000
                                                   ==========     ==========      ==========     ========== 



<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>

                                                      2  

<PAGE>

<TABLE>
                                                 TERADYNE, INC.

                                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                  (UNAUDITED)
<CAPTION>
                                                              For the Six Months Ended
                                                              ------------------------
                                                             July 3, 1994  July 4, 1993 
                                                             ------------  ------------ 
                                                               (Dollars in thousands)
<S>                                                            <C>           <C>     
Cash flows from operating activities:
   Net income  ............................................    $  28,115     $  13,043
   Adjustments to reconcile net income to
       net cash provided by operating activities:
     Depreciation  ........................................       15,776        15,013
     Amortization  ........................................        1,655         1,937
     Deferred income taxes  ...............................                      1,274
     Other non-cash items, net  ...........................        1,450         1,881
     Changes in operating assets and liabilities:
        Accounts receivable  ..............................       (2,779)       16,265 
        Inventories  ......................................       (7,557)       (1,607)
        Refundable income taxes  ..........................        1,800           491
        Other assets  .....................................       (9,337)       (2,851) 
        Accounts payable and accruals  ....................       (3,418)        7,623
        Income taxes payable  .............................        5,154           (12) 
                                                               ---------     ---------
          Net cash provided by operating activities  ......       30,859        53,057 
                                                               ---------     ---------     
Cash flows from investing activities:
   Additions to property  .................................       (8,692)      (11,071) 
   Increase in equipment manufactured by the Company  .....       (2,406)       (8,588) 
                                                               ---------     ---------   
          Net cash used in investing activities  ..........      (11,098)      (19,659)
                                                               ---------     ---------   

Cash flows from financing activities:
   Payments of long-term debt  ............................       (1,584)         (420)    
   Issuance of common stock under employee stock
       option and stock purchase plans  ...................       10,048        14,807
   Tax benefit from stock options  ........................        3,145         3,108 
   Acquisition of treasury stock  .........................      (24,597)       (2,277)
                                                               ---------     ---------
          Net cash flows provided by (used in)
            financing activities  .........................      (12,988)       15,218
                                                               ---------     ---------

Increase in cash and cash equivalents  ....................        6,773        48,616
Cash and cash equivalents at beginning of period  .........      143,578        67,383   
                                                               ---------     ---------
Cash and cash equivalents at end of period  ...............    $ 150,351     $ 115,999 
                                                               =========     =========  

Supplementary disclosure of cash flow information:
   Cash paid during the period for:
      Interest  ...........................................    $     880     $   2,613
      Income taxes  .......................................        1,950           729   



<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>

                                 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.      

                                          
                                        4

<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 Six Months Ended 	 
                                                   ----------------------     ------------------------   
                                                July 3, 1994  July 4, 1993   July 3, 1994  July 4, 1993                             
                                                ------------  ------------   ------------  ------------   
                                                               (Dollars in thousands) 
<S>                                               <C>           <C>            <C>           <C> 
Net sales  ....................................   $ 156,497     $ 139,336      $ 308,509     $ 267,115    
                                                  =========     =========      =========     =========

Net income  ...................................   $  14,647     $   7,657      $  28,115     $  13,043 
                                                  =========     =========      =========     =========

Percentage of net sales:      
   Net sales  .................................        100%          100%           100%          100%
   Expenses:         
     Cost of sales  ...........................         56            58             56            58          
     Engineering and development  .............         11            11             11            11
     Selling and administrative  ..............         20            23             21            24
     Interest, net  ...........................          0             0             (1)            0
                                                       ---           ---            ---           ---
                                                        87            92             87            93 

   Income before income taxes  ................         13             8             13             7
   Provision for income taxes  ................          4             2              4             2
                                                       ---           ---            ---           ---
   Net income  ................................          9%            6%             9%            5%
                                                       ===           ===            ===           ===
Provision for income taxes as a percentage 
   of income before income taxes  .............         30%           30%            30%           30%
                                                       ===           ===            ===           === 

</TABLE>


Sales increased 12% to $156.5 million in the second quarter of 1994 compared
with the second quarter of 1993.  For the first six months of 1994, sales
increased 15% to $308.5 compared to the first six months of 1993.  The
increase in sales in both the quarter and the six months periods occurred 
primarily in semiconductor test systems and backplane connection systems. 
Sales of semiconductor test sytems 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 $10.0 million in the
second quarter of 1994 and $21.5 million in the first six months of 1994 
compared to the same periods in 1993.

Incoming orders increased from $167 million in the second quarter of 1993 to
$186 million in the second quarter of 1994.  Backlog at the end of the second
quarter of 1994 was $323 million.

Cost of sales decreased from 58% of sales in the second quarter and first six
months of 1993 to 56% of sales in the second quarter and first six months of
1994 as the fixed and semi-variable components of cost of sales did not 
increase at the same rate as the increase in sales.

                                        5


<PAGE>

Engineering and development expenses were 11% of sales in the first quarter
and the first six months of both 1994 and 1993.  The dollar amount of these
expenses has increased at the same rate as sales have increased.  The
increase was due primarily to support new product development efforts in 
semiconductor test systems.

Selling and administrative expenses decreased from 23% of sales to 20% of 
sales in the second quarter of 1994 compared to the second quarter of 1993 
and from 24% of sales to 21% in the first six months of 1994 compared to the
first six months of 1993.  The dollar amount of these expenses decreased
slightly as a result of the Company's efforts to control these expenses.

In the first six months of 1994, the Company had net interest income of $1.5
million compared to net interest expense of $.5 million in the first six 
months of 1993.  This change was due to interest earned on the increase in
cash of $34.4 million between July 4, 1993 and July 3, 1994, 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.

The Comapany's effective tax rate was 30% in both the first six months of
1994 and 1993.

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

During the first six months of 1994, cash increased $6.8 million to a balance
of $150.4 million.  Cash flow provided by operations was $30.9 million.  The
Company used cash of $24.6 million to purchase stock from its stockholders on
the open market and generated cash of $13.2 million from employees under the
Company's employee stock option and stock purchase plans, resulting in a net
cash outflow of $11.4 million for stock related activities.  An additional
$11.1 million was used to fund property and equipment additions during the
six month period.


                                        6

<PAGE>


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

     There have been no Form 8-K filings during the quarter ended July 3, 
     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 



August 5, 1994

                                        7