TERADYNE, INC — Director's Dealing 2006

Jan 30, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TERADYNE INC (TER)
CIK: 0000097210
Period of Report: 2006-01-26

Reporting Person: BRADLEY MICHAEL A (Director, CEO and President)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-01-26	Restricted Stock Units	$	A	62607	Acquired		Common Stock (62607)	Direct

Footnotes

F1: Each restricted stock unit represents a right to receive one share of Teradyne, Inc. common stock.

F2: The restricted stock units will vest in two equal annual installments beginning on January 26, 2007.

F3: Includes a total of 796,381 options to purchase common stock of Teradyne, Inc.